Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) or the Adviser is named. No such material shall be used until approved by the Trust or its designee, and the Trust will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects. 4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee, except with the permission of the Trust or its designee. 4.3. The Trust and the Adviser, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects. 4.4. The Trust shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company. 4.5. Upon request, the Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds or their shares, after the filing of such document(s) with the SEC or other regulatory authorities. 4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund. 4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 3 contracts
Samples: Participation Agreement (Variable Annuity Account A), Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (Lincoln Variable Insurance Products Trust)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee and the Adviser or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Portfolio thereof) or the Adviser is named. No such material shall be used until approved by the Trust Fund or its designee and by the Adviser or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves and the Adviser and its designee reserve the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Portfolio thereof) or the Adviser is named, and no such material shall be used if the Trust Fund or its designee or the Adviser or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee and the Adviser or its designee, except with the permission of the Trust Fund or its designee and of the Adviser and its designee.
4.3. The Trust Fund and the Adviser, or their designeerespective designees, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the Trust Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Portfolios or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall promptly provide to the Trust Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust Fund or a FundPortfolio.
4.7. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any material change in the TrustFund’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
Appears in 3 contracts
Samples: Participation Agreement (Variable Annuity Account A), Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (SBL Variable Annuity Account Xiv)
Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Trust Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material that (as defined in Section 4.5) prepared by the Company develops and or any person contracting with the Company in which the Trust (or a Fund thereof) Fund, the Adviser or the Adviser Underwriter is named, at least ten Business Days prior to its use. No such material shall be used until approved by if the Trust Fund, the Adviser, the Underwriter or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesFund prospectus, as such registration statement and or Fund prospectus or SAI may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. 4.3 The Trust and the Adviser, or their designee, Fund shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and (as defined in which the Company, and/or the Account, is named. No such material shall be used until approved Section 4.5) prepared by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material Fund in which the Company and/or or its Account is namedAccounts, and no are named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. The Trust 4.4 Neither the Fund nor the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, statement or SAI prospectus may be amended or supplemented from time to time, or in published reports or solicitations for the voting instruction for each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request4.5 For purposes of this Article 4, the Trust will provide phrase "sales literature or other promotional material" includes, but is not limited to, any of the following: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the Company at least one complete copy public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, SAIsstatements of additional information, shareholder reports, and proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 3 contracts
Samples: Participation Agreement (Guardian Separate Account K), Participation Agreement (Guardian Separate Account K), Participation Agreement (Guardian Separate Account K)
Sales Material and Information. 4.1. (a) The Company Insurer shall furnish, or shall cause to be furnished, to the Trust Distributor or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, the Adviser, or the Adviser is Distributor, or any affiliate thereof, are named, at least ten (10) Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Distributor or its designee reasonably objects to review such sales literature or promotional material use within five ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. (b) The Company Insurer shall not give any information or make any representations or statements on behalf of the Trust Fund, the Adviser, or any affiliate thereof or concerning the Trust Fund or the Adviser any other such entity in connection with the sale of the Contracts other than the information or representations contained in the registration statement or statement, prospectus or SAI statement of additional information for the Trust sharesFund, as such registration statement, prospectus and statement and prospectus or SAI of additional information may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Distributor or its designee, except with the permission of the Trust Distributor or its designee. The Distributor and its respective designees each agrees to respond to any request for approval on a prompt and timely basis.
4.3. (c) The Trust and Adviser, the AdviserDistributor, or their designee, respective designees shall furnish, or shall cause to be furnished, to the CompanyInsurer or its designee, each piece of sales literature or other promotional material that it develops and in which the CompanyInsurer, and/or the AccountContracts Distributor, is or any affiliate thereof, are named, at least ten (10) Business Days prior to its use. No such material shall be used until approved by if the Company, and the Company will Insurer or its designee reasonably objects to such use its best efforts to review such sales literature or promotional material within five ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. (d) The Trust Adviser and the Distributor shall not give any information or make any representations or statements on behalf of the Company Insurer, the Contracts Distributor, or any affiliate thereof or concerning the Company, Insurer or any other such entity in connection with the Account, sale of shares of the Portfolio(s) or the Contracts other than the information or representations contained in a the registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI statement of additional information for the ContractsSeparate Account, as such registration statement, prospectus, or SAI prospectus and statement of additional information may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract ownersSeparate Account, or in sales literature or other promotional material approved by the CompanyInsurer or its designee, except with the permission of the CompanyInsurer or its designee. The Insurer and its respective designees each agrees to respond to any request for approval on a prompt and timely basis.
4.5. Upon request, (e) The parties hereto agree that this Section 4.7 is not intended to designate or otherwise imply that the Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any Insurer is an underwriter or distributor of the above, that relate to the Funds or their Fund’s shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 3 contracts
Samples: Participation Agreement (Ml of New York Variable Annuity Separate Account A), Participation Agreement (Ml of New York Variable Annuity Separate Account A), Participation Agreement (Merrill Lynch Life Variable Annuity Separate Account A)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Trust, the Adviser or its their designee, drafts of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material that prepared by the Company develops and or any person contracting with the Company to prepare such material in which the Trust (or a Fund thereof) Trust, the Adviser or the Adviser Administrator is nameddescribed, at least ten Business Days prior to its use. No such material shall be used until approved by if the Trust Trust, the Adviser, the Administrator or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days ten calendar days after receipt of such material.
4.2. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves Neither the right Company nor any person contracting with the Company to reasonably object to the continued use of any such prepare sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesprospectus, as such registration statement and or Trust prospectus or SAI may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee, except with the permission of the Trust or its designee.
4.3. The Trust and the Adviser, or their designee, Administrator shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved prepared by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material Trust in which the Company and/or or its Account is namedAccounts, and no are described at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten calendar days after receipt of such material.
4.4. The Trust Neither the Trust, the Administrator, nor the Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, statement or SAI prospectus may be amended or supplemented from time to time, or in published reports or solicitations for the voting instructions for each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, promptly after the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.6. The Company will provide to the Trust, promptly upon the Trust's request, at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, pieces of sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds investment in an Account or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundContract.
4.7. The Trust will provide For purposes of this Article 4, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, internet, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, shareholder newsletters, seminar texts, reprints or excerpts of any material change in the Trust’s registration statementother advertisement, particularly any change resulting in a change sales literature, or published article), and educational or training materials or other communications distributed or made generally available to the registration statement some or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus all agents or registration statement, in an orderly manneremployees.
Appears in 3 contracts
Samples: Fund Participation Agreement (One Group Investment Trust), Fund Participation Agreement (Fkla Variable Annuity Separate Account), Fund Participation Agreement (Kilico Variable Annuity Separate Account)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least fifteen Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) fifteen Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either. The Fund and the Underwriter agree to respond to any request for approval on a prompt and timely basis.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least fifteen Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within fifteen Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statementstatement or prospectus, prospectus private offering memorandum or other disclosure document (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI "Disclosure Document") for the Contracts, as such registration statement, prospectus, statement or SAI Disclosure Document may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company. The Company agrees to respond to any request for approval on a prompt and timely basis.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumDisclosure Documents, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to authorities or, if a Contract and its associated Account are exempt from registration, at the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fundtime such documents are first published.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, Disclosure Documents, Statements of Additional Information, shareholder reports, and proxy materials and any other material change in constituting sales literature or advertising under the Trust’s registration statementNASD rules, particularly any change resulting in a change to the registration statement 1993 Act or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner1940 Act.
Appears in 3 contracts
Samples: Participation Agreement (Ids Life Variable Life Separate Account), Participation Agreement (Ids Life Variable Life Separate Account), Participation Agreement (American Enterprise Variable Annuity Account)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust or its designeeUnderwriter, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Funds or the Adviser is Underwriter are named, at least five Business Days prior to its use. No such material shall be used until approved by if the Trust Funds or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Funds or concerning the Trust or the Adviser Funds in connection with the sale of the Contracts other than the information or representations contained in the registration statement statements or prospectus or SAI prospectuses for the Trust sharesFunds, as such registration statement statements and prospectus or SAI prospectuses may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFunds, or in sales literature or other promotional material approved by the Trust Funds or its their designee, except with the permission of the Trust or its designeeFunds.
4.3. The Trust and the Adviser, Funds or their designee, designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or or its Account is named, and no separate account(s) or Contracts are named at least five Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within five Business Days after receipt of such material.
4.4. The Trust Funds and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust Funds will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds or their shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust Funds at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or investment in the AccountFunds under the Contracts, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase “sales literature or other promotional material” includes, but is not limited to, any of the following that refer to the Funds or any affiliate of the Funds: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 3 contracts
Samples: Participation Agreement (Lincoln New York Account N for Variable Annuities), Participation Agreement (Lincoln Life Variable Annuity Account N), Participation Agreement (Protective Variable Annuity Separate Account)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, the form of each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least eight Business Days prior to its use. The Fund will review such material within five Business Days. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in or accurately derived from the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least eight Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within five Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in or accurately derived from a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to , or if a Contract and its associated Account are exempt from registration, at the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fundtime such documents are first published.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 3 contracts
Samples: Participation Agreement (Fkla Variable Annuity Separate Account), Participation Agreement (Fkla Variable Annuity Separate Account), Participation Agreement (Fkla Variable Annuity Separate Account)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, the form of each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least eight Business Days prior to its use. The Fund will review such material within five Business Days. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in or accurately derived from the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least eight Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within five Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in or accurately derived from a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to , or if a Contract and its associated Account are exempt from registration, at the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fundtime such documents are first published.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase “sales literature or other promotional material” includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 3 contracts
Samples: Participation Agreement (Chase Variable Annuity Separate Account), Participation Agreement (Chase Variable Annuity Separate Account), Participation Agreement (Chase Variable Annuity Separate Account)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least five Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) Business Days after receipt of such material. Materials not approved or disapproved within The Company and its agents shall be entitled to use any such materials after five (5) Business Days shall be deemed approved. The Trust following submission to the Underwriter or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and if no such material shall be used if the Trust or its designee so objectscomments have been received.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least five Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within five Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will use its best efforts to provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 3 contracts
Samples: Participation Agreement (Guardian Separate Account K), Participation Agreement (Guardian Separate Account K), Participation Agreement (Guardian Separate Account K)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) or the Adviser Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust or its designeeFund.
4.3. The Trust and the Adviser, Fund or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account Account(s) is named, and no named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. The Trust Fund and the Advisers shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or investment in the AccountFund under the Contracts, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 3 contracts
Samples: Participation Agreement (Annuity Investors Variable Account B), Participation Agreement (Annuity Investors Variable Account A), Participation Agreement (Annuity Investors Variable Account A)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, the text and to the extent relevant the graphic component of each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least fifteen Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee objects to review such sales literature or promotional material use within five (5) fifteen Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves will use its best efforts to review such materials within a shorter time period as the right to reasonably object to the continued use of any such sales literature or other promotional material Company will have requested in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objectswriting.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least fifteen Business Days prior to its use. No such material shall be used if the Company so objectsor its designee object to such use within fifteen Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust Securities and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundExchange Commission.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 3 contracts
Samples: Participation Agreement (Separate Account Vul-2 of the American Franklin Life Ins Co), Participation Agreement (Separate Account Va 1 of the American Franklin Life Ins Co), Participation Agreement (Separate Account Vul-2 of the American Franklin Life Ins Co)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, the Underwriter or the Adviser is named, at least ten (10) Business Days prior to its use. No such material shall be used until approved by without the Trust prior approval of the Fund or its designee, and the Trust will . The Fund shall use its reasonable best efforts for it or its designee to review any such sales literature or promotional material within five as soon as practicable after receipt and no later than ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and or prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund which are in the public domain or approved by the Fund for distribution to Fund shareholders, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust or its designeeFund.
4.3. The Trust and the Adviser, Fund or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no Account(s) or Contract(s) are named at least ten (10) Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten (10) Business Days after receipt of such material.
4.4. The Trust Neither the Fund, the Underwriter nor the Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, prospectus (which shall include an prospectus, offering memorandum, if any, if the Contracts issued by the Company memorandum or interests therein are not registered under the 1933 Act), or SAI other disclosure document for the Contracts, as such registration statement, prospectus, or SAI documents may be amended or supplemented from time to time, or in published reports or proxy statements for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their shares, after its shares and are relevant to the filing of such document(s) with Company or the SEC or other regulatory authoritiesContracts.
4.6. Upon request, the The Company will provide to the Trust Fund, to the extent applicable, at least one complete copy of all registration statements, prospectuses (which shall include an prospectuses, statements of additional information, offering memorandum, if any, if the Contracts issued by the Company memoranda or interests therein are not registered under the 1933 Act), SAIsother disclosure documents, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to investment in the Contracts Fund or the Account, after Portfolios under the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundContracts.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any ---- written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement offering memoranda, prospectuses, statements of additional information or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementother disclosure documents, in an orderly mannershareholder reports, and proxy materials.
Appears in 3 contracts
Samples: Participation Agreement (Metropolitan Life Separate Account E), Participation Agreement (First Metlife Investors Variable Annuity Account One), Participation Agreement (First Metlife Investors Variable Annuity Account One)
Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, promptly provide the Fund with copies of any Contract holder complaints respecting the Contracts that relate to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) or the Adviser is named. No such material shall be used until approved by the Trust or its designee, and the Trust will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objectsPortfolios.
4.2. The 4.2 Except with the written consent of the Adviser, the Fund or DFAS, as appropriate, the Company shall not give any information or make any oral or written material representations or statements on behalf of the Trust or concerning the Trust Adviser, DFAS, the Fund or the Adviser in connection with the sale of the Contracts Portfolios, other than the information or representations contained in the in: (a) a registration statement or prospectus or SAI for the Trust sharesFund, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in ; (b) published reports or proxy statements for of the Trust, Fund which are in the public domain or in are approved by the Fund; or (c) sales literature or other promotional material approved by the Trust or its designee, except with the permission of the Trust or its designee.
4.3Fund. The Trust and Notwithstanding the foregoing, this provision shall not be interpreted to prevent the Company from providing information about the Adviser, the Fund or their designeethe Portfolios or this Agreement to its Directors, shall furnishregulators, accountants or cause to be furnished, to legal counsel.
4.3 Except with the written consent of the Company, each piece of sales literature the Adviser, DFAS, or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund shall not give any information or make any material representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in in:
(a) a registration statement, prospectus (which shall include an statement or offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI memoranda for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in ;
(b) published reports for or statements of the Account Contracts or the Accounts which are in the public domain or are approved by the Company for distribution to Contract owners, or in Company; or
(c) sales literature or other promotional material approved by the Company, except with the permission of the Company. Notwithstanding the foregoing, this provision shall not be interpreted to prevent the Adviser, DFAS and the Fund from providing information about the Company or this Agreement to their Directors, regulators, accountants, legal counsel or otherwise in the ordinary course of their business.
4.5. Upon request4.4 No Party shall use any other Party’s names, logos, trademarks or service marks, whether registered or unregistered, without the Trust prior written consent of such Party.
4.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Portfolios or their shares, after the filing of such document(s) in final form as filed with the SEC or SEC. If requested by the Company, the Fund shall provide such documentation (including a final copy of the amended prospectus(es) of the Portfolios as set in type (including an 8 1/2” x 11” size camera-ready stat) at the Fund’s expense) and other regulatory authoritiesassistance as is reasonably necessary in order for the Company once each year to have, at the Company’s expense, the current prospectus(es) for the Portfolios printed together in with the document describing the Contracts.
4.6. Upon request, the 4.6 The Company will provide to the Trust Fund at least one complete copy of all registration statementsoffering materials describing the Fund, prospectuses (which shall include an offering memorandumthe Portfolios and the Contracts, if anyincluding application and investment election forms, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIssample illustrations, reports, solicitations for voting instructions, sales literature and any other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts and each Account. In the event any such documents are required to be filed with any regulatory authority or body, the Account, after the filing of Company shall provide such document(s) materials in final form as filed with the SEC such regulatory authority or other regulatory authoritiesbody. The Company shall provide represents and warrants that the Contracts, registration statements, offering memoranda and any other filing in connection therewith with respect to the Trust and the Adviser any complaints received Accounts will not materially deviate from the Contract owners pertaining form of such documents provided to the Trust or a Fund.
4.74.7 For purposes of this Section 4, the phrase “sales literature or other promotional material” shall be construed in accordance with all applicable securities laws and regulations.
4.8 To the extent required by applicable law, including the administrative requirements of regulatory authorities, or as mutually agreed between the Company and DFAS, the Company reserves the right to modify any of the Contracts in any respect whatsoever. The Trust will provide Company reserves the right, in its sole discretion, to suspend the sale of any Contract, in whole or in part, or to accept or reject any application for the sale of a Contract. The Company agrees to notify the other Parties promptly upon the occurrence of any event that the Company with as much notice as is believes might necessitate a material modification or suspension.
4.9 The Parties agree to review the arrangements set forth herein during the last calendar quarter of each year for possible changes and will make their personnel reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus available for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly mannerthis purpose.
Appears in 3 contracts
Samples: Participation Agreement (Separate Account Va B), Participation Agreement (WRL Series Life Corporate Account), Participation Agreement (Transamerica Corporate Separate Account Sixteen)
Sales Material and Information. 4.1. 5.1 The Company shall will furnish, or shall will cause to be furnished, to the Trust Fund or its designeethe Adviser, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) or the Adviser is named, at least ten (10) Business Days prior to its use. No such material shall will be used until approved by if the Trust Fund or its designee, and the Trust will Adviser reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. 5.2 The Company shall will not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or statement, prospectus or SAI for the Trust Fund shares, as such registration statement statement, prospectus and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in published reports for the Fund which are in the public domain or approved by the Fund or the Adviser for distribution, or in sales literature or other promotional material approved provided by the Trust Fund or its designee, except with the permission of the Trust or its designee.
4.3. The Trust and by the Adviser, or their designeethe designee of either, shall except with permission of the Fund or the Adviser. The Fund and the Adviser agree to respond to any request for approval on a prompt and timely basis.
5.3 The Fund or the Adviser will furnish, or will cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, Company or its separate account is named, at least ten (10) Business Days prior to its use. No such material shall will be used until approved by the Company, and if the Company will reasonably objects to such use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. 5.4 The Trust shall Fund and the Adviser will not give any information or make any representations or statements on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or prospectus and SAI may be amended or supplemented from time to time, or in published reports for each Account or the Account Contracts which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved provided by the CompanyCompany or its designee, except with the permission of the Company. The Company agrees to respond to any request for approval on a prompt and timely basis.
4.5. Upon request, the Trust 5.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, promptly after the filing of each such document(s) document with the SEC Commission or other regulatory authoritiesthe NASD.
4.6. Upon request, the 5.6 The Company will provide to the Trust Fund at least one complete copy of all registration statementsdefinitive prospectuses, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsdefinitive SAI, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, promptly after the filing of each such document(s) document with the SEC Commission or the NASD (except that with respect to post-effective amendments to such prospectuses and SAIs and sales literature and promotional material, only those prospectuses and SAIs and sales literature and promotional material that relate to or refer to the Fund will be provided). In addition, the Company will provide to the Fund at least one complete copy of (i) a registration statement that relates to the Contracts or each Account, containing representative and relevant disclosure concerning the Fund; and (ii) any post-effective amendments to any registration statements relating to the Contracts or such Account that refer to or relate to the Fund.
5.7 For purposes of this Article V, the phrase "sales literature or other regulatory authoritiespromotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, (i.e., on-line networks such as the Internet or other electronic messages)), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, registration statements, prospectuses, SAIs, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under the NASD rules, the 1933 Act or the 0000 Xxx.
5.8 The Fund, the Adviser and the Distributor hereby consent to the Company's use of the names of INVESCO, AMVESCAP and INVESCO Funds Group, Inc. as well as the names of the Designated Portfolios set forth in Schedule B of this Agreement, in connection with marketing the Contracts, subject to the terms of this Agreement. The Company shall provide acknowledges and agrees that Adviser and Distributor and/or their affiliates own all right, title and interest in and to the Trust name INVESCO and the INVESCO open circle design, and covenants not, at any time, to challenge the rights of Adviser any complaints received from and Distributor and/or their affiliates to such name or design, or the Contract owners pertaining validity or distinctiveness thereof. The Fund, the Adviser and the Distributor hereby consent to the Trust use of any trademark, trade name, service xxxx or logo used by the Fund, the Adviser and the Distributor, subject to the Fund's, the Adviser's and/or the Distributor's approval of such use and in accordance with reasonable requirements of the Fund, the Adviser or the Distributor. Such consent will terminate with the termination of this Agreement. Adviser or Distributor may withdraw this consent as to any particular use of any such name or identifying marks at any time (i) upon Adviser's or Distributor's reasonable determination that such use would have a material adverse effect on the reputation or marketing efforts of Adviser, Distributor or the Fund or (ii) if no investment company, or series or class of shares of any investment company advised by Adviser or distributed by Distributor continues to be offered through variable insurance contracts issued by the Company; provided however, that Adviser or Distributor may, in either's individual discretion, continue to use materials prepared or printed prior to the withdrawal of such authorization. The Company agrees and acknowledges that all use of any designation comprised in whole or in part of the name, trademark, trade name, service xxxx and logo under this Agreement shall inure to the benefit of the Fund, Adviser and/or the Distributor.
5.9 The Fund, the Adviser, the Distributor and the Company agree to adopt and implement procedures reasonably designed to ensure that information concerning the Company, the Fund, the Adviser or the Distributor, respectively, and their respective affiliated companies, that is intended for use only by brokers or agents selling the Contracts is properly marked as "Not For Use With The Public" (or a Fundcomparable marking) and that such information is only so used.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 3 contracts
Samples: Fund Participation Agreement (Aul American Individual Variable Annuity Unit Trust), Fund Participation Agreement (Aul American Individual Variable Life Unit Trust), Fund Participation Agreement (Aul American Individual Variable Annuity Unit Trust)
Sales Material and Information. 4.1. The Insurance Company shall furnish, or shall cause to be furnished, to the Trust Company or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Company, Xxxxx Selected Advisers, L.P., or a Fund thereof) or the Adviser Xxxxx Distributors is named, at least five Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Company or its designee reasonably objects to review such sales literature or promotional material use within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Insurance Company shall not give any information or make any representations or statements on behalf of the Trust Company or concerning the Trust or the Adviser Company in connection with the sale of the Contracts other than the information or representations contained in the Company’s registration statement or statement, prospectus or SAI for the Trust sharesSAI, as such that registration statement and statement, prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustCompany, or in sales literature or other promotional material approved by the Trust Company or its designeedesignee or by Xxxxx Distributors, except with the permission of the Trust Company or its designeeXxxxx Distributors.
4.3. The Trust and the AdviserCompany, Xxxxx Distributors, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyInsurance Company or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or Insurance Company or the Account, Account is namednamed at least five Business Days prior to its use. No such material shall be used until approved by if the Company, and the Insurance Company will or its designee reasonably objects to such use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such that material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Company and Xxxxx Distributors shall not give any information or make any representations on behalf of the Insurance Company or concerning the Insurance Company, the any Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI statement of additional information for the Contracts, as such that registration statement, prospectus, prospectus or SAI statement of additional information may be amended or supplemented from time to time, or in published reports for the any Account which are in the public domain or approved by the Insurance Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyInsurance Company or its designee, except with the permission of the Insurance Company.
4.5. Upon requestThe Company and Xxxxx Distributors shall adopt and implement procedures reasonably designed to ensure that information concerning the Insurance Company, any of its affiliates, or the Contracts which is intended only for use only by brokers or agents selling the shares (i.e., information that is not intended for distribution to shareowners or prospective shareowners) is so used, and neither the Insurance Company nor any of its affiliates shall be liable for any losses, damages, or expenses relating to the improper use of such broker only materials.
4.6. The Insurance Company shall adopt and implement procedures reasonably designed to ensure that information concerning the Company which is intended only for use by brokers or agents selling the Contracts (i.e. information that is not intended for distribution to Contract owners or prospective Contract owners) is so used, and neither the Company nor Xxxxx Distributors shall be liable for any losses, damages, or expenses relating to the improper use of such broker only materials. The parties hereto agree that this section is not intended to designate or otherwise imply that the Insurance Company is an underwriter or distributor of the Company’s shares.
4.7. The Company will provide to the Insurance Company at least one complete copy of each registration statement, prospectus, statement of additional information, report, proxy statement, piece of sales literature or other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relate to the Company or its shares, contemporaneously with the filing of the document with the SEC, the Trust NASD, or other regulatory authorities.
4.8. The Insurance Company will provide to the Company at least one complete copy of all each registration statementsstatement, prospectusesprospectus, SAIsstatement of additional information, reportsreport, proxy statementssolicitation for voting instructions, piece of sales literature and other promotional materialsmaterial, applications application for exemptionsexemption, requests request for no-action lettersletter, and all amendments any amendment to any of the above, that relate to the Funds or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate relates to the Contracts or the Account, after contemporaneously with the filing of such document(s) the document with the SEC SEC, the NASD, or other regulatory authorities.
4.9. The For purposes of this Article IV, the phrase “sales literature or other promotional material” includes, but is not limited to, advertisements, newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, shareholder newsletters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
4.10. At the request of any party to this Agreement, each other party will make available to the other party’s independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested.
4.11. Xxxxx Distributors agrees to provide the Insurance Company shall within five (5) business days after the end of a calendar month, the following information with respect to each Fund of the Company set forth on Schedule C, each as of the last business day of such calendar month: the Fund’s ten largest portfolio holdings (based on the percentage of the Fund’s net assets); the five industry sectors in which the Fund’s investments are most heavily weighted; the relative proportion of the Fund’s net assets invested in equity, bond, and cash instruments, respectively; the five geographic regions (by country) in which the Fund’s investments are most heavily weighted; and year-to-date SEC standardized performance data. In addition, Xxxxx Distributors agrees to provide to the Trust and Insurance Company, within fifteen (15) business days after the Adviser any complaints received end of a calendar quarter, the following information with respect to each Fund of the Company set forth on Schedule C, each as of the last business day of such quarter: a market commentary from the Contract owners pertaining portfolio manager of such Fund; and a complete list of portfolio holdings (which will not be audited or reconciled against the Fund’s books and records). Also, Xxxxx Distributors agrees to provide to the Trust or Insurance Company, with in fifteen (15) business days after a Fund.
4.7. The Trust will provide request is submitted to Xxxxx Distributors by the Insurance Company, the following information with respect to each Fund of the Company with set forth on Schedule A, each as much notice as is reasonably practicable of any material change the date or dates specified in the Trust’s registration statement, particularly any change resulting in a change such request; net asset value; net asset value per share; and other Share information. Xxxxx Distributors acknowledges that such information may be furnished to the registration statement Insurance Company’s internal or prospectus for any Account. The Trust will work with independent auditors and to the insurance departments of the various jurisdictions in which the Insurance Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly mannerdoes business.
Appears in 3 contracts
Samples: Participation Agreement (Ml of New York Variable Annuity Separate Account A), Participation Agreement (Ml of New York Variable Annuity Separate Account A), Participation Agreement (Merrill Lynch Life Variable Annuity Separate Account A)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least five Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, furnished to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least five Business Days prior to its use. No such material Material shall be used if the Company so objectsor its designee reasonably objects to such use within five Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase “sales literature or other promotional material” includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Massachusetts Mutual Variable Life Separate Account I), Participation Agreement (C M Life Variable Life Separate Account I)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust or its designeeUnderwriter, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named. No such material shall be used until approved by the Trust or its designee, and the Trust Underwriter. The Underwriter will use its best efforts for it or its designee be deemed to review have approved such sales literature or promotional material unless it objects or provides comments to the Company within five ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee Underwriter reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named, and no such material shall be used if the Trust or its designee Underwriter so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser or the Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or profiles or prospectus or SAI for the Trust Fund shares, as such registration statement and profiles and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Underwriter or its designeethe designee of either.
4.3. The Trust Fund and the AdviserUnderwriter, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the its Account, is named. No such material shall be used until approved by the Company, and the . The Company will use its best efforts be deemed to review have approved such sales literature or promotional material unless the Company objects or provides comments to the Fund, the Underwriter, or their designee within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, statement and prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Underwriter will provide to the Company at least one complete copy of all registration statements, profiles, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Underwriter at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser Underwriter any complaints received from the Contract owners pertaining to the Trust Fund or a Fundthe Designated Portfolio.
4.7. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses. The Company understands that, in the ordinary course, the Funds update their registration statements, including their prospectuses, 60 days following the close of their fiscal year ends, which are disclosed on Schedule B.
4.8. For purposes of this Article IV, the phrase "sales literature and other promotional materials" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, SAIs, shareholder reports, proxy materials, and any other communications distributed or made generally available with regard to the Fund.
Appears in 2 contracts
Samples: Participation Agreement (Ml of New York Variable Annuity Separate Account D), Participation Agreement (Merrill Lynch Life Variable Annuity Separate Account D)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the each Trust or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (such Trust, MFS, any other investment adviser to such Trust, or a Fund thereof) or the Adviser any affiliate of MFD is named, at least three (3) Business Days prior to its use. No such material shall be used until approved by the Trust if such Trust, MFD, or its designee, and the Trust will their respective designees reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five three (53) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations representation or statements statement on behalf of the any Trust, MFS, or other investment adviser to any Trust, or any affiliate of MFD, or make any representation or statement concerning such Trust or concerning the Trust or the Adviser any other such entity in connection with the sale of the Contracts Policies, other than the information or representations contained in in: (i) the registration statement or statement, prospectus or SAI statement of additional information for the Trust sharesShares, as such registration statement, prospectus and statement and prospectus or SAI of additional information may be amended or supplemented from time to time, or in ; (ii) reports or proxy statements for the such Trust, ; or in (iii) sales literature or other promotional material provided or approved by the Trust such Trust, MFD or its designeetheir respective designees, except except, in any case, with the permission of such Trust, MFD or their respective designees. Each Trust and MFD agrees to respond, or to cause their respective designees to respond, to any request for approval on a prompt and timely basis. The Company shall adopt and implement procedures reasonably designed to ensure that information concerning a Trust, MFD or any of their affiliates which is intended for use only by brokers or agents selling the Trust Policies (i.e., information that is not intended for distribution to Policy holders or its designeeprospective Policy holders) is so used, and neither the Trusts, MFD nor any of their affiliates shall be liable for any losses, damages or expenses relating to the improper use of such broker- only materials.
4.3. The Each Trust and the Adviser, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account the Accounts is named, and no at least three (3) Business Days prior to its use. No such material shall be used if until the Company so objectsor its designee provides written approval for its use, generally within three (3) Business Days after receipt of such material.
4.4. The Trust Trusts and MFD shall not give any information or make any representations on behalf of the Company or concerning the Company, the AccountAccounts, or the Contracts Policies in connection with the sale of the Policies other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act)prospectus, or SAI statement of additional information for the ContractsPolicies, as such registration statement, prospectus, or SAI prospectus and statement of additional information may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract ownersAccounts, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company. The Company agrees to respond, or cause its designee to respond, to any request for approval on a prompt and timely basis. The Trusts and MFD may not alter any material so provided by the Company or its designee (including, without limitation, presenting or delivering such material in a different medium, e.g., electronic or internet) without the prior written consent of the Company. The parties hereto agree that this Section 4.4. is neither intended to designate nor otherwise imply that MFD is an underwriter or distributor of the Policies.
4.5. Upon requestThe Company and each Trust (or its designee in lieu of the Company or such Trust, the Trust as appropriate) will each provide to the Company other, upon request, at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Policies, or their sharesto such Trust or its Shares, after prior to or contemporaneously with the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) document with the SEC or other regulatory authorities. The Company and a Trust shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authorities) that relates to the Policies, such Trust or its Shares, and the party that was the subject of the examination shall provide the other party with a copy of relevant portions of any “deficiency letter” or other correspondence or written report regarding any such examination.
4.6. No party shall use any other party’s names, logos, trademarks or service marks, whether registered or unregistered, without the prior written consent of such other party, or after written consent therefor has been revoked, provided that separate consent is not required under this Section 4.6 to the Trust extent that consent to use a party’s name, logo, trademark or service xxxx in connection with a particular piece of advertising or sales literature has previously been given by a party under Sections 4.2 and 4.4 of this Agreement. The Company shall not use in advertising, publicly or otherwise the Adviser name of the Trusts, MFD or any complaints received from of their affiliates nor any trade name, trademark, trade device, servicemark, symbol or any abbreviation, contraction or simulation thereof of the Contract owners pertaining to Trusts, MFD, or their affiliates without the prior written consent of the relevant Trust or a FundMFD in each instance. The Trusts and MFD shall not use in advertising, publicly or otherwise the name of the Company or any of its affiliates nor any trade name, trademark, trade device, servicemark, symbol or any abbreviation, contraction or simulation thereof of the Company or its affiliates without the prior written consent of the Company in each instance.
4.7. The Each Trust and MFD will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Portfolio, and of any material change in the such Trust’s registration statement, particularly any change resulting in a change to the registration statement or summary prospectus, statutory prospectus or statement of additional information for any Account. The Each Trust and MFD will work cooperate with the Company so as to enable the Company to solicit proxies from Policy holders or to make changes to its prospectus summary prospectus, statutory prospectus, statement of additional information or registration statement, in an orderly manner. Each Trust and MFD will make reasonable efforts to attempt to have changes affecting Policy prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.8. For purpose of this Article IV and Article VIII, the phrase “sales literature or other promotional material” includes but is not limited to advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, website, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), and sales literature (such as brochures, circulars, reprints or excerpts or any other advertisement, sales literature, or published articles), distributed or made generally available to customers or the public, educational or training materials or communications distributed or made generally available to some or all agents or employees.
Appears in 2 contracts
Samples: Participation Agreement (Separate Account Va Bny), Participation Agreement (Separate Account Va Bny)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, the Adviser, or the Adviser Fund's underwriter is named, at least ten Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee object to review such sales literature or promotional material use within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Adviser, except with the permission of the Trust Fund or its designeethe Adviser or the designee of either.
4.3. The Trust Fund, and the Adviser, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee object to such use within ten Business Days after receipt of such material.
4.4. The Trust Fund and the Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, as soon as is reasonably practicable after the filing of such document(s) document with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if anyStatements of Additional Information, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, annual and semi-annual reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, as soon as is reasonably practicable after the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as much notice as is reasonably practicable materials published, or designed for use in a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Separate Account Ny-B of First Golden Amer Life Ins Co of Ny), Participation Agreement (First Golden American Life Insurance Co of New York)
Sales Material and Information. 4.1. The Company shall will furnish, or shall will cause to be furnished, to the Trust Fund or its designeethe Adviser, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) or the Adviser is named, at least ten (10) Business Days prior to its use. No such material shall will be used until approved by if the Trust Fund or its designee, and the Trust will Adviser reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall will not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or statement, prospectus or SAI statement of additional information for the Trust Fund shares, as such registration statement, prospectus and statement and prospectus or SAI of additional information may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in published reports for the Fund which are in the public domain or approved by the Fund or the Adviser for distribution, or in sales literature or other promotional material approved provided by the Trust Fund or its designeeby the Adviser, except with the permission of the Trust Fund or the Adviser. The Fund and the Adviser agree to respond to any request for approval on a prompt and timely basis. Nothing in this Section 4.2 will be construed as preventing the Company or its designeeemployees or agents from giving advice on investment in the Fund.
4.3. The Trust and Fund or the Adviser, or their designee, shall Adviser will furnish, or will cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, Company or its separate account is named, at least ten (10) Business Days prior to its use. No such material shall will be used until approved by the Company, and if the Company will reasonably objects to such use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust shall Fund and the Adviser will not give any information or make any representations or statements on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI statement of additional information for the Contracts, as such registration statement, prospectus, or SAI prospectus and statement of additional information may be amended or supplemented from time to time, or in published reports for each Account or the Account Contracts which are in the public domain or approved by the Company for distribution to Contract ownerscontractowners, or in sales literature or other promotional material approved provided by the Company, except with the permission of the Company. The Company agrees to respond to any request for approval on a prompt and timely basis.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of each such document(s) document with the SEC or other regulatory authoritiesthe NASD.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of each such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundNASD.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as much notice material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, (i.e., on-line networks such as is reasonably practicable the Internet or other electronic messages)), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials and any other material change in constituting sales literature or advertising under the Trust’s registration statementNASD rules, particularly any change resulting in a change the 1933 Act or the 1940 Xxx.
4.8. The Fund and the Adviser hereby consent to the registration statement or prospectus for any AccountCompany's use of the names Montxxxxxx, Xxntxxxxxx Xxxds III, Montxxxxxx Xxxiable Series and Montxxxxxx Xxxet Management, in connection with marketing the Contracts, subject to the terms of Sections 4.1 and 4.2 of this Agreement. The Trust Such consent will work terminate with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly mannertermination of this Agreement.
Appears in 2 contracts
Samples: Participation Agreement (Canada Life of America Variable Annuity Account 1), Participation Agreement (Canada Life of New York Variable Annuity Account 1)
Sales Material and Information. 4.1. (a) The Company Insurer shall furnish, or shall cause to be furnished, to the Trust Distributor or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, the Adviser, or the Adviser is Distributor, or any affiliate thereof, are named, at least ten (10) Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Distributor or its designee reasonably objects to review such sales literature or promotional material use within five ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. (b) The Company Insurer shall not give any information or make any representations or statements on behalf of the Trust Fund, the Adviser, or any affiliate thereof or concerning the Trust Fund or the Adviser any other such entity in connection with the sale of the Contracts other than the information or representations contained in the registration statement or statement, prospectus or SAI statement of additional information for the Trust sharesFund, as such registration statement, prospectus and statement and prospectus or SAI of additional information may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Distributor or its designee, except with the permission of the Trust Distributor or its designee. The Distributor and its respective designees each agrees to respond to any request for approval on a prompt and timely basis.
4.3. (c) The Trust and Adviser, the AdviserDistributor, or their designee, respective designees shall furnish, or shall cause to be furnished, to the CompanyInsurer or its designee, each piece of sales literature or other promotional material that it develops and in which the CompanyInsurer, and/or the AccountContracts Distributor, is or any affiliate thereof, are named, at least ten (10) Business Days prior to its use. No such material shall be used until approved by if the Company, and the Company will Insurer or its designee reasonably objects to such use its best efforts to review such sales literature or promotional material within five ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. (d) The Trust Adviser and the Distributor shall not give any information or make any representations or statements on behalf of the Company Insurer, the Contracts Distributor, or any affiliate thereof or concerning the Company, Insurer or any other such entity in connection with the Account, sale of shares of the Portfolio(s) or the Contracts other than the information or representations contained in a the registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI statement of additional information for the ContractsSeparate Account, as such registration statement, prospectus, or SAI prospectus and statement of additional information may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract ownersSeparate Account, or in sales literature or other promotional material approved by the CompanyInsurer or its designee, except with the permission of the CompanyInsurer or its designee. The Insurer and its respective designees each agrees to respond to any request for approval on a prompt and timely basis.
4.5. Upon request, (e) The parties hereto agree that this Section 4.7 is not intended to designate or otherwise imply that the Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any Insurer is an underwriter or distributor of the above, that relate to the Funds or their Fund's shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 2 contracts
Samples: Participation Agreement (Merrill Lynch Life Variable Annuity Separate Account A), Participation Agreement (Ml of New York Variable Annuity Separate Account A)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, the Underwriter or the Adviser is named, at least 10 Business Days prior to its use. No such material shall be used until unless approved in writing by the Trust Fund or its designee, the Underwriter. The Fund and the Trust Underwriter will use its reasonable best efforts for it or its designee to review such sales literature or promotional material provide the Company with written response within five (5) ten Business Days after of receipt of such materialmaterials. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves Any piece which merely names the right to reasonably object to Fund, the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) Underwriter or the Adviser is named, and no such material shall as participating in the Variable Insurance Products may be used after ten Business Days of receipt by the Fund and the Underwriter if the Trust Company has not received a written response from the Fund or its designee so objectsthe Underwriter.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesFund, as such registration statement and prospectus or SAI may from time to time be amended or supplemented from time to timesupplemented, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved provided to the Company by the Trust Fund or its designeedesignee or by the Underwriter, except with the written permission of the Trust Fund or its designeethe Underwriter, pursuant to Section 4.1 hereof.
4.3. The Trust and Company agrees that neither the AdviserFund, the Underwriter nor the Adviser will be responsible for any errors or omissions in communications prepared for Contract owners except to the extent that the error or omission resulted from information provided by or on behalf of the Underwriter or the Fund. In no event shall the Fund, any portfolio of the Fund, the shareholders of any such portfolio or any officers or trustees of the Fund have any liability or responsibility with respect to any sales literature or promotional material.
4.4. The Fund, the Underwriter or their designee, designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least fifteen Business Days prior to its use. No such material shall be used unless approved in writing by the Company or its designee. The Company will use reasonable best efforts to provide the Fund with written response within ten Business Days of receipt of such materials. Any piece which merely states that the Fund, the Underwriter or the Adviser are participating in the Variable Insurance Products may be used after ten Business Days after receipt by the Company if the Company so objectsFund or the Underwriter have not received a written response from the Company.
4.44.5. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may from time to time be amended or supplemented from time to timesupplemented, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.54.6. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to any of the Funds Portfolios or their shares, after promptly following the filing of such document(s) document with the SEC or other regulatory authorities.
4.64.7. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after promptly following the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide ; and, if a Contract and its associated Account are exempt from registration, the equivalents to the Trust and above.
4.8. For purposes of this Agreement, the Adviser phrase "sales literature or other promotional material" includes, but is not limited to, any complaints received from of the Contract owners pertaining following that refer to the Trust Fund or any affiliate of the Fund: advertisements (such as material published or designed for use in a Fund.
4.7. The Trust will provide newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape or electronic display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the Company with as much notice as is reasonably practicable public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s registration statementother advertisement, particularly any change resulting in a change sales literature or published article), educational or training materials or other communications distributed or made generally available to the registration statement some or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus all agents or registration statement, in an orderly manneremployees.
Appears in 2 contracts
Samples: Participation Agreement (PHL Variable Accumulation Account II), Participation Agreement (PHL Variable Accumulation Account II)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, the Underwriter or the Adviser is named, at least ten (10) Business Days prior to its use. No such material shall be used until approved by without the Trust prior approval of the Fund or its designee, and the Trust will . The Fund shall use its reasonable best efforts for it or its designee to review any such sales literature or promotional material within five as soon as practicable after receipt and no later than ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and or prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund which are in the public domain or approved by the Fund for distribution to Fund shareholders, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust or its designeeFund.
4.3. The Trust and the Adviser, Fund or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no Account(s) or Contract(s) are named at least ten (10) Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten (10) Business Days after receipt of such material.
4.4. The Trust Neither the Fund nor the Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, statement or SAI prospectus may be amended or supplemented from time to time, or in published reports or proxy statements for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their shares, after its shares and are relevant to the filing of such document(s) with Company or the SEC or other regulatory authoritiesContracts.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to investment in the Contracts Fund or the Account, after Portfolios under the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundContracts.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Investment Management Agreement (Separate Account Fp of Equitable Life Assur Soc of the Us), Investment Management Agreement (Separate Account Fp of Equitable Life Assur Soc of the Us)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material that prepared by the Company, AGSI or any person contracting with the Company develops and or AGSI in which the Trust (or a Fund thereof) Fund, the Adviser or the Adviser Underwriter is named, at least ten Business Days prior to its use. No such material shall be used until approved by if the Trust Fund, the Adviser, the Underwriter or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Neither the Company, AGSI nor any person contracting with the Company or AGSI shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesFund Prospectus, as such registration statement and prospectus or SAI Fund Prospectus may be amended or supplemented from time to time, or in reports Reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust and the Adviser, or their designee, Fund shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved prepared by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material Fund in which the Company and/or or its Account is namedAccounts, and no are named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. The Trust Neither the Fund nor the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, statement or SAI prospectus may be amended or supplemented from time to time, or in published reports or solicitations for the voting instruction for each Account which are in the public domain or approved by the Company for distribution to Contract ownersParticipants, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts investment in an Account or the AccountContract, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (American General Life Insurance Co of New York Separ Acct E), Participation Agreement (American General Life Insurance Co of New York Separ Acct E)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Funds, the Underwriter, the Adviser or its their designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Funds , the Underwriter or the Adviser is are named. No such material shall be used until approved by the Trust Funds, the Underwriter, the Adviser or its their designee, and the Trust Funds, the Underwriter and the Adviser will use its their best efforts for it them or its their designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved The Funds, the Underwriter, the Adviser or disapproved within five (5) Business Days shall be deemed approved. The Trust or its their designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) Funds, the Underwriter or the Adviser is named, and no such material shall be used if the Trust Funds, the Advisor and the Underwriter or its their designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Funds or concerning the Trust Funds, the Underwriter or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement statements or prospectus prospectuses or SAI SAIs for the Trust Fund shares, as such registration statement statements and prospectus prospectuses or SAI SAIs may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFunds, or in sales literature or other promotional material approved by the Trust Funds, the Adviser, the Underwriter or its their designee, except with the permission of the Trust Funds, the Adviser, the Underwriter or its their designee.
4.3. The Trust and the Adviser, Funds or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops they develop and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Neither the Funds, the Adviser, nor the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented supplemented` from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the Trust The Funds will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds or their shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Funds at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall promptly provide to the Trust Funds, the Underwriter and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundFunds.
4.7. The Trust Funds will provide the Company with as much notice as is reasonably practicable of any proxy solicitation, and of any material change in the Trust’s Funds' registration statement, particularly any change resulting in a change to the registration statement or prospectus statementsor prospectuses for any Account. The Trust Funds will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner..
4.8. All sales materials of each party will comply in all material respects with the rules and regulations of the SEC and the NASD and will be filed with the SEC or the NASD as may be required by the rules and regulations of the SEC or NASD, respectively.
Appears in 2 contracts
Samples: Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (SBL Variable Annuity Account Xiv)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named, and no such material shall be used if the Trust Fund or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust Fund and the Adviser, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts in connection with the sale of Portfolio shares other than the information or representations contained in a registration statement, disclosure document and prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Designated Portfolios or their shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust Fund or a FundDesignated Portfolio.
4.7. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.8. The Company agrees and acknowledges that the Company has no right, title or interest in the names and marks of the Fund and that all use of any designation comprised in whole or part of such names or marks under this Agreement shall insure to the benefit of the Fund and the Adviser. Except as provided in Section 4.1, the Company shall not use any such names or marks on its own behalf or on behalf of a Separate Account in connection with marketing the Contracts without prior written consent of the Fund and the Adviser. Upon termination of this Agreement for any reason, the Company shall cease all use of any such names or marks. To the extent, if any, that any ownership interest in and to the names and marks of the Fund does not automatically vest in the Fund by virtue of this Agreement, and instead invests in the Company, the Company hereby transfers and assignments to the Fund all right, titles and interest that the Company may have in and to the names and marks of the Fund.
Appears in 2 contracts
Samples: Participation Agreement (Variable Annuity Account B), Participation Agreement (Variable Annuity Account A)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least fifteen Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee object to review such sales literature or promotional material use within five (5) fifteen Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or or its Account separate account(s), is named, and no named at least fifteen Business Days prior to its use. No such material shall be used if the Company so objectsor its designee object to such use within fifteen Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Paragon Life Insurance Co Separate Account D), Participation Agreement (Paragon Life Insurance Co Separate Account D)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material that prepared by the Company develops and or any person contracting with the Company in which the Trust (or a Fund thereof) Fund, the Adviser or the Adviser Underwriter is named, at least ten Business Days prior to its use. No such material shall be used until approved by if the Trust Fund, the Adviser, the Underwriter or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesFund prospectus, as such registration statement and or Fund prospectus or SAI may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust and the Adviser, or their designee, Fund shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved prepared by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material Fund in which the Company and/or or its Account is namedAccounts, and no are named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. The Trust Neither the Fund nor the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, statement or SAI prospectus may be amended or supplemented from time to time, or in published reports or solicitations for the voting instruction for each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts investment in an Account or the AccountContract, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Separate Account Ii of Integrity Life Insurance Co), Participation Agreement (Separate Account Ii of Integrity Life Insurance Co)
Sales Material and Information. 4.1. The Company shall 4.1 AAL or its designee will furnish, or shall will cause to be furnished, to the Trust FUND or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (FUND or a Fund thereof) or the Adviser AAL is named, at least fifteen (15) days prior to its intended use. No such material shall will be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it FUND or its designee objects to review such sales literature or promotional material intended use within five fifteen (515) Business Days days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall 4.2 AAL will not give any information or make any representations representation or statements statement, or cause such information to be given or representation to be made, on behalf of the Trust FUND or concerning the Trust or the Adviser any Portfolio in connection with the sale of the Contracts Certificates other than the information or representations contained in the registration statement or prospectus or statement, prospectus, and SAI for the Trust FUND shares, as such registration statement statement, prospectus, and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements materials for the TrustFUND, or in sales literature or other promotional material approved by the Trust FUND or its designee, except with the permission of the Trust FUND or its designee.
4.3. 4.3 The Trust and the Adviser, FUND or their designee, shall its designee will furnish, or will cause to be furnished, to the CompanyAAL or its designee, each piece of sales literature or other promotional material that it develops and of the FUND in which the Company, AAL and/or the Account, its ACCOUNTS is named, at least fifteen (15) days prior to its intended use. No such material shall will be used until approved by the Company, and the Company will if AAL or its designee objects to such intended use its best efforts to review such sales literature or promotional material within five fifteen (515) Business Days days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. 4.4 The Trust shall FUND will not give any information or make any representations or statements, or cause such information to be given or representations to be made, on behalf of the Company AAL or concerning the CompanyAAL, the Account, its ACCOUNTS or the Contracts its Certificates other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contractssuch Certificates, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the Account which ACCOUNTS that are in the public domain or approved by the Company AAL for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyAAL or its designee, except with the permission of the CompanyAAL or its designee .
4.5. Upon request, the Trust 4.5 The FUND will provide to the Company at least AAL one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statementsmaterial, sales literature and other promotional materialsmaterial, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds FUND or their its shares, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities.
4.6. Upon request, the Company 4.6 AAL will provide to the Trust at least FUND one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act)prospectuses, SAIs, reports, solicitations for voting instructions, sales literature and other promotional materialsmaterial, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts ACCOUNTS or the Accountits Certificates, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 2 contracts
Samples: Participation Agreement (Aal Variable Life Account I), Participation Agreement (Aal Variable Life Account I)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) or the Adviser Distributor is named, at least ten (10) Business Days prior to its use. No such material shall be used until approved by without the prior approval of the Trust or its designee, and the . The Trust will shall use its reasonable best efforts for it or its designee to review any such sales literature or promotional material within five as soon as practicable after receipt and no later than ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust shares, as such registration statement and or prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustTrust which are in the public domain or approved by the Trust for distribution to Trust shareholders, or in sales literature or other promotional material approved by the Trust or its designee, except with the permission of the Trust or its designeeTrust.
4.3. The Trust and the Adviser, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no Account(s) or Contract(s) are named at least ten (10) Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten (10) Business Days after receipt of such material.
4.4. The Neither the Trust nor the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, statement or SAI prospectus may be amended or supplemented from time to time, or in published reports or proxy statements for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Trust or their shares, after its shares and are relevant to the filing of such document(s) with Company or the SEC or other regulatory authoritiesContracts.
4.6. Upon request, the The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to investment in the Contracts Trust or the AccountPortfolios under the Contracts.
4.7. For purposes of this Article IV, after the filing of such document(s) with the SEC phrase "sales literature or other regulatory authorities. The Company shall provide to promotional material" includes, but is not limited to, any of the Trust and the Adviser any complaints received from the Contract owners pertaining following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a Fund.
4.7. The Trust will provide newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (I.E., any written communication distributed or made generally available to customers or the Company with as much notice as is reasonably practicable public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Morgan Stanley Variable Investment Series), Participation Agreement (Morgan Stanley Variable Investment Series)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material that prepared by the Company develops and or any person contracting with the Company in which the Trust (or a Fund thereof) Fund, the Adviser or the Adviser Underwriter is named, at least seven Business Days prior to its use. No such material shall be used until approved by if the Trust Fund, the Adviser, the Underwriter or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) seven Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesFund prospectus, as such registration statement and or Fund prospectus or SAI may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust and the Adviser, or their designee, Fund shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved prepared by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material Fund in which the Company and/or or its Account is namedAccounts, and no are named at least seven Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within seven Business Days after receipt of such material.
4.4. The Trust Neither the Fund nor the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, statement or SAI prospectus may be amended or supplemented from time to time, or in published reports or solicitations for the voting instruction for each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 2 contracts
Samples: Participation Agreement (Ml of New York Variable Annuity Separate Account A), Participation Agreement (Merrill Lynch Life Variable Annuity Separate Account A)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material that prepared by the Company develops and or any person contracting with the Company in which the Trust (or a Fund thereof) Fund, the Adviser or the Adviser Underwriter is named, at least fifteen Business Days prior to its use. No such material shall be used until approved by if the Trust Fund, the Adviser, the Underwriter or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesFund prospectus, as such registration statement and or Fund prospectus or SAI may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust and the Adviser, or their designee, Fund shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved prepared by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material Fund in which the Company and/or or its Account is namedAccounts, and no are named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. The Trust Neither the Fund nor the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, statement or SAI prospectus may be amended or supplemented from time to time, or in published reports or solicitations for the voting instruction for each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statementsall, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts investment in an Account or the AccountContract, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Separate Account Va-P of First Allmerica Fin Life Insur Co), Participation Agreement (Separate Account Va-P of Allmerica Fin Life Insur & Annu Co)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least five Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, furnished to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least five Business Days prior to its use. No such material Material shall be used if the Company so objectsor its designee reasonably objects to such use within five Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase “sales literature or other promotional material” includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (MML Bay State Variable Life Separate Account I), Participation Agreement (MML Bay State Variable Life Separate Account I)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund, the Underwriter, or its designeetheir designees, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named. No such material shall be used until approved by the Trust Fund, the Underwriter or its designeetheir designees. The Fund, and the Trust Underwriter, or their designees will use its best efforts for it or its designee be deemed to review have approved such sales literature or promotional material unless the Fund or its designee objects or provides comments to the Company within five ten (510) Business Days after receipt of such material. Materials not approved The Fund, the Underwriter, or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves their designees reserve the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named, and no such material shall be used if the Trust Fund, the Underwriter or its designee their designees so objectsobject.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser or the Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or profiles or prospectus or SAI for the Trust Fund shares, as such registration statement and profiles and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust Fund and the AdviserUnderwriter, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the its Account, is named. No such material shall be used until approved by the Company, and the . The Company will use its best efforts be deemed to review have approved such sales literature or promotional material unless the Company objects or provides comments to the Fund, the Underwriter, or their designee within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, statement and prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, profiles, prospectuses, SAIs, shareholder reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund or the Underwriter at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser Underwriter any complaints received from the Contract owners pertaining to the Trust Fund or a Fundthe Designated Portfolio.
4.7. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner.
4.8. For purposes of this Article IV, the phrase "sales literature and other promotional materials" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, SAIs, shareholder reports, proxy materials, and any other communications distributed or made generally available with regard to the Fund.
Appears in 2 contracts
Samples: Participation Agreement (Merrill Lynch Life Variable Annuity Separate Account D), Participation Agreement (Ml of New York Variable Annuity Separate Account D)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, the Underwriter or the Adviser is named, at least ten (10) Business Days prior to its use. No such material shall be used until approved by without the Trust prior approval of the Fund or its designee, and . No such material shall be used if the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and or prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund which are in the public domain or approved by the Fund for distribution to Fund shareholders, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust or its designeeFund.
4.3. The Trust and the Adviser, Fund or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no Account(s) or Contract(s) are named at least ten (10) Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten (10) Business Days after receipt of such material.
4.4. The Trust Neither the Fund, the Underwriter nor the Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, statement or SAI prospectus may be amended or supplemented from time to time, or in published reports or proxy statements may be amended or supplemented from time to time, or in reports or proxy statements for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their shares, after its shares and are relevant to the filing Company of such document(s) with the SEC or other regulatory authoritiesContracts.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to investment in the Contracts Fund or the Account, after Portfolios under the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundContracts.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase “sales literature or other promotional material” includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Separate Account I of Integrity Life Insurance Co), Participation Agreement (Separate Account I of National Integrity Life Ins Co)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) or the Adviser Adviser(s) is named, at least fifteen Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) fifteen Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts Variable Products other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust or its designeeFund.
4.3. The Trust and the Adviser, Fund or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s) is named, and no named at least fifteen Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within fifteen Business Days after receipt of such material.
4.4. The Trust Fund and the Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Variable Products, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the ContractsVariable Products, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after which are relevant to the filing of such document(s) with Company or the SEC or other regulatory authoritiesVariable Products.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or investment in the Account, after Fund under the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundVariable Products.
4.7. The Trust will provide For purposes of this Article IV, the Company with phase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Fulcrum Separate Account of First Allmerica Fin Life Ins Co), Participation Agreement (Palladian Trust)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Trust, the Adviser or its their designee, drafts of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material that prepared by the Company develops and or any person contracting with the Company to prepare such material in which the Trust (or a Fund thereof) Trust, the Adviser or the Adviser Administrator is nameddescribed, at least ten Business Days prior to its use. No such material shall be used until approved by if the Trust Trust, the Adviser, the Administrator or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material.
4.2. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves Neither the right Company nor any person contracting with the Company to reasonably object to the continued use of any such prepare sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesprospectus, as such registration statement and or Trust prospectus or SAI may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee, except with the permission of the Trust or its designee.
4.3. The Trust and the Adviser, or their designee, Administrator shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved prepared by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material Trust in which the Company and/or or its Account is namedAccounts, and no are described at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. The Trust Neither the Trust, the Administrator, nor the Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, statement or SAI prospectus may be amended or supplemented from time to time, or in published reports or solicitations for the voting instruction for each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Trust or their its shares, promptly after the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Trust, upon the Trust's request, at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts investment in an Account or the AccountContract, after contemporaneously with the filing of such document(s) documents with the SEC Securities and Exchange Commission or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article 4, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, internet, telephone or tape recording, videotape, display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change other advertisement, sales literature, or published article), and educational or training materials or other communications distributed or made generally available to some or all agents or employees.
4.8. The Company and its agents shall make no representations concerning the Trust except those contained in the then-current prospectus and Statement of Additional Information of the Trust and in current printed sales literature of the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 2 contracts
Samples: Fund Participation Agreement (One Group Investment Trust), Fund Participation Agreement (Fkla Variable Annuity Separate Account)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that prepared by the Company, AGSI or any person contracting with the Company develops and or AGSI in which the Trust (or a Fund thereof) or the Adviser is named, at least ten Business Days prior to its use. No such material shall be used until approved by if the Trust Fund, the Adviser, or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Neither the Company, AGSI nor any person contracting with the Company or AGSI shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesFund Prospectus, as such registration statement and prospectus or SAI Fund Prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the written permission of the Trust or its designeeFund.
4.3. The Trust and the Adviser, Fund or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved prepared by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material Fund in which the Company and/or or its Account is named, and no Account(s) are named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. The Trust Neither the Fund nor the Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports or solicitations for the voting instructions for each Account which are in the public domain or approved by the Company for distribution to Contract ownersParticipants, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the written permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after within five (5) Business Days of the filing of such document(s) document with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts investment in an Account or the Account, after Contract within five (5) Business Days of the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (U S Life Insurance Co in City of Ny Sep Act Usl Va-R), Participation Agreement (American General Life Insurance Co Separate Account D)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, a copy of each piece of sales literature or other promotional material that the Company develops or proposes to use and in which the Trust Fund (or a Fund Portfolio thereof) ), the Adviser or the Adviser Distributor is namednamed in connection with the Contracts, at least five (5) Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee objects to review such sales literature or promotional material use within five three (53) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust Fund, the Portfolios, the Adviser or the Adviser Distributor in connection with the sale of the Contracts other than the information or representations contained in the registration statement or statement, including the prospectus or SAI for the Trust sharesFund, as such registration statement and prospectus or SAI the same may be amended or supplemented from time to time, or in reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust Fund, the Distributor or its designeethe Adviser, except with the permission of the Trust Fund, the Distributor or its designeethe Adviser.
4.3. The Trust and Fund, the Adviser, Adviser or their designee, the Distributor shall furnish, or shall cause to be furnished, to the Company, a copy of each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s) is named, and no named at least five (5) Business Days prior to its use. No such material shall be used if the Company so objectsobjects to such use within three (3) Business Days after receipt of such material.
4.4. The Trust Fund, the Distributor and the Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, the AccountAccounts, or the Contracts other than the information or representations contained in a registration statement, including the prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI the same may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund or its designees will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds or their shares, after Fund within a reasonable period of time following the filing of such document(s) with the SEC or NASD or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund or its designees at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act)prospectuses, SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the AccountAccounts, after within a reasonable period of time following the filing of such document(s) with the SEC SEC, NASD, or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fundauthority.
4.7. The Trust will provide For purposes of Articles IV and VIII, the Company with phrase "sales literature and other promotional material" includes, but is not limited to, advertisements (such as much notice material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media; e.g., on-line networks such as is reasonably practicable the Internet or other electronic media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and shareholder reports, and proxy materials (including solicitations for voting instructions) and any other material change in constituting sales literature or advertising under the Trust’s registration statementNASD rules, particularly the 1933 Act or the 1940 Act.
4.8. At the request of any change resulting in a change party to this Agreement, each other party will make available to the registration statement other party's independent auditors and/or representatives of the appropriate regulatory authorities, all records, data and access to operating procedures that may be reasonably requested in connection with compliance and regulatory requirements related to this Agreement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly mannerparty's obligations under this Agreement.
Appears in 2 contracts
Samples: Fund Participation Agreement (Genworth Life of New York VA Separate Account 1), Fund Participation Agreement (Genworth Life & Annuity VA Separate Account 1)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least seven Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least seven Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Separate Account One of Northern Life Insurance Co), Participation Agreement (Separate Account One of Northern Life Insurance Co)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named, and no such material shall be used if the Trust Fund or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust Fund and the Adviser, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, shareholder reports, and proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action lettersstatements as currently in effect, and all amendments to any of the above, that relate to the Funds Designated Portfolios or their shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust Fund or a FundDesignated Portfolio.
4.7. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 2 contracts
Samples: Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (SBL Variable Annuity Account Xiv)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least five Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least five Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within five Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Massachusetts Mutual Variable Life Separate Account I), Participation Agreement (Massachusetts Mutual Variable Annuity Separate Account 4)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops or its affiliates develop and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Distributor is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days ten days after receipt of such material. Materials not approved or disapproved within five (5) Business Days Notwithstanding the foregoing, such material shall be deemed approvedapproved if sent via email to xxxxxxxx@xxxxxx.xxx (or such other address as is provided by Distributor’s compliance personnel to the Company) and not objected to within ten days after receipt of such material. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Distributor is named, and no such material shall be used if the Trust Fund or its designee so objectsobject.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund, a Designated Portfolio, the Adviser or the Adviser Distributor in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus applicable Prospectus or applicable SAI for the Trust Fund shares, as such registration statement and prospectus Prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Distributor for use with the public, except with the written permission of the Trust Fund or its designeethe Distributor or the designee of either. The Company shall comply with all applicable laws, including Rule 498 under the 1933 Act, when composing, compiling and delivering sales literature or other promotional material. The Fund shall be entitled to review Company’s placement of sales materials with the summary prospectus in order to review Company’s compliance with applicable laws and regulations.
4.3. The Trust Fund and the AdviserDistributor, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the its Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days ten days after receipt of such material. Materials not approved or disapproved within five (5) Business Days Notwithstanding the foregoing, such material shall be deemed approvedapproved if not objected to within ten days after receipt of such material. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund and the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the written permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, summary and/or statutory prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptionsexemptions to the extent material to the Company, requests for no-action lettersletters to the extent material to the Company, and all amendments to any of the above, that relate to the Funds Fund or their shares, its shares promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Fund shall provide copies of registration statements and SAIs upon request of Company. The Company shall not alter any of such documents provided by the Fund without the prior written consent of the Fund or Distributor.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the AccountAccount and to the extent material to the Fund, Adviser or Distributor, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser Distributor any complaints received from the Contract owners pertaining to the Trust Fund or a Fundthe Designated Portfolios.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase “sales literature and other promotional materials” includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly prospectuses, SAIs, shareholder reports, proxy materials, and any change resulting in a change other communications distributed or made generally available with regard to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly mannerFund.
Appears in 2 contracts
Samples: Participation Agreement (Jefferson National Life of New York Annuity Account 1), Participation Agreement (Virtus Variable Insurance Trust)
Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, its Advisers or the Adviser Sponsor is named, at least ten Business Days prior to its use. The Company may use such material in fewer than ten Business Days if it receives the written consent of the Fund or its designee. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) ten Business Days after receipt of such material. Materials not approved In connection with the identification of the Portfolios in any such material, the use of the Sponsor's name or disapproved within five (5) Business Days identification of the Portfolios shall be deemed approved. The Trust given no greater prominence than any other mutual fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material portfolio selection offered in which the Trust (or a Fund thereof) or the Adviser Variable Insurance Product that is named, and no such material shall be used if the Trust or its designee so objectsa variable annuity product.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts Variable Insurance Products other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Sponsor, except with the permission of the Trust Fund or its designeethe Sponsor or the designee of either.
4.3. 4.3 The Trust and the AdviserFund, Sponsor, Distributor or their designee, designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its or an Account is named, and no named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. 4.4 The Trust Fund, the Distributor and the Sponsor shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Variable Insurance Products other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the ContractsVariable Insurance Products, as such registration statement, prospectus, or SAI prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract Variable Insurance Product owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust 4.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after prior to or contemporaneously with the filing of such document(s) each document with the SEC or other regulatory authorities.
4.6. Upon request, the 4.6 The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsprospectuses, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptionsexemption, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts Variable Insurance Products or the each Account, after prior to or contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. .
4.7 The Company and the Fund shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authorities) that relates to the Variable Insurance Products, the Fund or its shares, and the party that was the subject of the examination shall provide to the Trust other party with a copy of relevant portions of any "deficiency letter" or other correspondence or written report regarding any such examination.
4.8 The Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust Sponsor will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund and the Sponsor will work cooperate with the Company so as to enable the Company to solicit voting instructions from owners of Variable Insurance Products, to the extent a solicitation is required by applicable law, or to make changes to its prospectus or registration statement, in an orderly manner.
4.9 For purposes of this Article IV, the phrase "sales literature and other promotional material" includes, but is not limited to, sales literature (i.e., any written communication distributed or made generally available to customers, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published articles), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and prospectuses, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (JPF Separate Account a of Jefferson Pilot Financial Ins Co), Participation Agreement (JPL Separate Account B of Jefferson Pilot Lifeamerica Ins Co)
Sales Material and Information. 4.1. The Insurance Company shall furnish, or shall cause to be furnished, to the Trust Company or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Company, Xxxxx Selected Advisers, L.P., or a Fund thereof) or the Adviser Xxxxx Distributors is named, at least five Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Company or its designee reasonably objects to review such sales literature or promotional material use within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Insurance Company shall not give any information or make any representations or statements on behalf of the Trust Company or concerning the Trust or the Adviser Company in connection with the sale of the Contracts other than the information or representations contained in the Company's registration statement or statement, prospectus or SAI for the Trust sharesSAI, as such that registration statement and statement, prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustCompany, or in sales literature or other promotional material approved by the Trust Company or its designeedesignee or by Xxxxx Distributors, except with the permission of the Trust Company or its designeeXxxxx Distributors.
4.3. The Trust and the AdviserCompany, Xxxxx Distributors, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyInsurance Company or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or Insurance Company or the Account, Account is namednamed at least five Business Days prior to its use. No such material shall be used until approved by if the Company, and the Insurance Company will or its designee reasonably objects to such use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such that material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Company and Xxxxx Distributors shall not give any information or make any representations on behalf of the Insurance Company or concerning the Insurance Company, the any Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI statement of additional information for the Contracts, as such that registration statement, prospectus, prospectus or SAI statement of additional information may be amended or supplemented from time to time, or in published reports for the any Account which are in the public domain or approved by the Insurance Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyInsurance Company or its designee, except with the permission of the Insurance Company.
4.5. Upon requestThe Company and Xxxxx Distributors shall adopt and implement procedures reasonably designed to ensure that information concerning the Insurance Company, any of its affiliates, or the Contracts which is intended only for use only by brokers or agents selling the shares (i.e., information that is not intended for distribution to shareowners or prospective shareowners) is so used, and neither the Insurance Company nor any of its affiliates shall be liable for any losses, damages, or expenses relating to the improper use of such broker only materials.
4.6. The Insurance Company shall adopt and implement procedures reasonably designed to ensure that information concerning the Company which is intended only for use by brokers or agents selling the Contracts (i.e. information that is not intended for distribution to Contract owners or prospective Contract owners) is so used, and neither the Company nor Xxxxx Distributors shall be liable for any losses, damages, or expenses relating to the improper use of such broker only materials. The parties hereto agree that this section is not intended to designate or otherwise imply that the Insurance Company is an underwriter or distributor of the Company's shares.
4.7. The Company will provide to the Insurance Company at least one complete copy of each registration statement, prospectus, statement of additional information, report, proxy statement, piece of sales literature or other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relate to the Company or its shares, contemporaneously with the filing of the document with the SEC, the Trust NASD, or other regulatory authorities.
4.8. The Insurance Company will provide to the Company at least one complete copy of all each registration statementsstatement, prospectusesprospectus, SAIsstatement of additional information, reportsreport, proxy statementssolicitation for voting instructions, piece of sales literature and other promotional materialsmaterial, applications application for exemptionsexemption, requests request for no-action lettersletter, and all amendments any amendment to any of the above, that relate to the Funds or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate relates to the Contracts or the Account, after contemporaneously with the filing of such document(s) the document with the SEC SEC, the NASD, or other regulatory authorities.
4.9. The For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements, newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, sales literature (I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, shareholder newsletters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
4.10. At the request of any party to this Agreement, each other party will make available to the other party's independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested.
4.11. Xxxxx Distributors agrees to provide the Insurance Company shall within five (5) business days after the end of a calendar month, the following information with respect to each Fund of the Company set forth on Schedule C, each as of the last business day of such calendar month: the Fund's ten largest portfolio holdings (based on the percentage of the Fund's net assets); the five industry sectors in which the Fund's investments are most heavily weighted; the relative proportion of the Fund's net assets invested in equity, bond, and cash instruments, respectively; the five geographic regions (by country) in which the Fund's investments are most heavily weighted; and year-to-date SEC standardized performance data. In addition, Xxxxx Distributors agrees to provide to the Trust and Insurance Company, within fifteen (15) business days after the Adviser any complaints received end of a calendar quarter, the following information with respect to each Fund of the Company set forth on Schedule C, each as of the last business day of such quarter: a market commentary from the Contract owners pertaining portfolio manager of such Fund; and a complete list of portfolio holdings (which will not be audited or reconciled against the Fund's books and records). Also, Xxxxx Distributors agrees to provide to the Trust or Insurance Company, with in fifteen (15) business days after a Fund.
4.7. The Trust will provide request is submitted to Xxxxx Distributors by the Insurance Company, the following information with respect to each Fund of the Company with set forth on Schedule A, each as much notice as is reasonably practicable of any material change the date or dates specified in the Trust’s registration statement, particularly any change resulting in a change such request; net asset value; net asset value per share; and other Share information. Xxxxx Distributors acknowledges that such information may be furnished to the registration statement Insurance Company's internal or prospectus for any Account. The Trust will work with independent auditors and to the insurance departments of the various jurisdictions in which the Insurance Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly mannerdoes business.
Appears in 2 contracts
Samples: Participation Agreement (Ml of New York Variable Annuity Separate Account A), Participation Agreement (Merrill Lynch Life Variable Annuity Separate Account A)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) or the Adviser Adviser(s) is named, at least fifteen Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) fifteen Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts Variable Products other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust or its designeeFund.
4.3. The Trust and the Adviser, Fund or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s) is named, and no named at least fifteen Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within fifteen Business Days after receipt of such material.
4.4. The Trust Fund and the Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Variable Products, other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI private placement memorandum for the ContractsVariable Products, as such registration statement, prospectus, or SAI prospectus and private placement memorandum may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after which are relevant to the filing of such document(s) with Company or the SEC or other regulatory authoritiesVariable Products.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if anystatements of additional information, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsprivate placement memorandums, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or investment in the Account, after Fund under the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundVariable Products.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, private placement memorandums, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Allmerica Investment Trust), Participation Agreement (Allmerica Investment Trust)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named, and no such material shall be used if the Trust Fund or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust Fund and the Adviser, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts in connection with the sale of Portfolio shares other than the information or representations contained in a registration statement, disclosure document and prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Designated Portfolios or their shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust Fund or a FundDesignated Portfolio.
4.7. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the TrustFund’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.8. The Company agrees and acknowledges that the Company has no right, title or interest in the names and marks of the Fund and that all use of any designation comprised in whole or part of such names or marks under this Agreement shall insure to the benefit of the Fund and the Adviser. Except as provided in Section 4.1, the Company shall not use any such names or marks on its own behalf or on behalf of a Separate Account in connection with marketing the Contracts without prior written consent of the Fund and the Adviser. Upon termination of this Agreement for any reason, the Company shall cease all use of any such names or marks. To the extent, if any, that any ownership interest in and to the names and marks of the Fund does not automatically vest in the Fund by virtue of this Agreement, and instead invests in the Company, the Company hereby transfers and assignments to the Fund all right, titles and interest that the Company may have in and to the names and marks of the Fund.
Appears in 2 contracts
Samples: Participation Agreement (Variable Annuity Account A), Participation Agreement (Variable Annuity Account A)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops (and/or its affiliates) develop(s) and in which the Trust Fund (or a Fund Portfolio thereof) or the Adviser or the Distributor is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five ten (510) Business Days shall be deemed approved, provided that the Company confirms that the Fund or its designee received such materials. The Trust Company shall be responsible for any required regulatory filings of sales literature or promotional material it produces. The Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Portfolio thereof) or the Adviser or the Distributor is named, and no such material shall be used if the Trust Fund or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund, a Portfolio, or the Adviser or the Distributor in connection with the sale of the Contracts other than the information or representations contained in the registration statement or applicable prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Distributor for use with the public, except with the written permission of the Trust Fund or its designeethe Distributor or the designee of either. The Company shall comply with all applicable laws, including Rule 498 under the 1933 Act, when composing, compiling and delivering sales literature or other promotional material. The Fund shall be entitled to review Company’s placement of sales materials with the summary prospectus in order to review Company’s compliance with applicable laws and regulations.
4.3. The Trust Fund and the AdviserDistributor, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five ten (510) Business Days shall be deemed approved, provided that the Fund or the Distributor, or their designee, confirms that the Company received such materials. The Distributor shall be responsible for any required regulatory filings of sales material it or the Fund produces. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the Trust Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Portfolios or their shares, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall not alter any of such documents provided by the Fund without the prior written consent of the Fund or Distributor.
4.6. Upon request, the Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust Fund or a FundPortfolio.
4.7. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the TrustFund’s registration statementstatement relating to any Designated Portfolio, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
Appears in 2 contracts
Samples: Participation Agreement (Virtus Variable Insurance Trust), Participation Agreement (Virtus Variable Insurance Trust)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Underwriter or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named. No such material shall be used until approved by the Trust Underwriter or its designee, and the Trust will use its best efforts for it . The Underwriter or its designee will be deemed to review have approved such sales literature or promotional material unless the Underwriter or its designee objects or provides comments to the Company within five ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Underwriter or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named, and no such material shall be used if the Trust Underwriter or its designee so objectsobject.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser or the Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserUnderwriter, or their its designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the its Account, is named. No such material shall be used until approved by the Company, and the . The Company will use its best efforts be deemed to review have approved such sales literature or promotional material unless the Company objects or provides comments to the Underwriter, or its designee within five ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, statement and prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Underwriter will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Underwriter at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser Underwriter any complaints received from the Contract owners pertaining to the Trust Fund or a Fundthe Designated Portfolio.
4.7. The Trust Underwriter will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Underwriter will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Underwriter will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.8. For purposes of this Article IV, the phrase "sales literature and other promotional materials" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, SAIs, shareholder reports, proxy materials, and any other communications distributed or made generally available with regard to the Fund.
Appears in 2 contracts
Samples: Participation Agreement (Merrill Lynch Life Variable Annuity Separate Account D), Participation Agreement (Ml of New York Variable Annuity Separate Account D)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter. is named. No such material .material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved In the event that the Company's sales literature or disapproved other promotional materials merely recite the name of the Fund (or Designated Portfolio thereof) or the Adviser or the Underwriter in conjunction with such entity's logo, the Company shall be deemed to have permission to use such materials unless the Fund or the Underwriter objects to such use within five ten (510) Business Days shall be deemed approvedafter receiving the materials, provided such materials are identified as only reciting the name of the entity and logo and, as such, require ten Business Day review. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named, and no such material shall be used if the Trust Fund or its designee so objectsobject.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust the' Fund or concerning the Trust Fund or the Adviser or the Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust Fund and the AdviserUnderwriter, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the its Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser Underwriter any complaints received from the Contract owners pertaining to the Trust Fund or a Fundthe Designated Portfolio.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature and other promotional materials" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (!&., any written communication distributed or made generally available to customers or the public, including brochures, circulars, reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly prospectuses, SAIs, shareholder reports, proxy materials, and any change resulting in a change other communications distributed or made generally available with regard to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly mannerFund.
Appears in 2 contracts
Samples: Participation Agreement (Principal Life Insurance Co Variable Life Sep Account), Participation Agreement (Principal Life Insurance Co Variable Life Sep Account)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials If the Fund or its designee does not approved comment or disapproved disapprove such material within five (5) Business Days shall 10 days of receipt of such material, the material will be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named, and no such material shall be used if the Trust Fund or its designee so objectsobject.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser or the Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust Fund and the AdviserUnderwriter, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the its Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials If the Company does not approved comment or disapproved disapprove such material within five (5) Business Days shall 10 days within 10 days of receipt of such material, the material will be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser Underwriter any complaints received from the Contract owners pertaining to the Trust Fund or a Fundthe Designated Portfolio.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature and other promotional materials" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly prospectuses, SAIs, shareholder reports, proxy materials, and any change resulting in a change other communications distributed or made generally available with regard to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly mannerFund.
Appears in 2 contracts
Samples: Participation Agreement (Separate Account I of Integrity Life Insurance Co), Participation Agreement (Separate Account I of National Integrity Life Ins Co)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, the Underwriter or the Adviser is named. No such material shall be used until approved by the Trust or its designee, and the Trust will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) at least ten Business Days after receipt of such materialprior to its use. Materials not approved or disapproved within five (5) ten Business Days after receipt shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Portfolio thereof) or the Adviser Underwriter is named, and no such material shall be used if the Trust Fund or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesFund, as such registration statement and prospectus or SAI may from time to time be amended or supplemented from time to timesupplemented, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved provided to the Company by the Trust Fund or its designeedesignee or by the Underwriter, except with the written permission of the Trust Fund or its designeethe Underwriter, pursuant to Section 4.1 hereof.
4.3. The Trust and Company agrees that neither the AdviserFund, the Underwriter nor the Adviser will be responsible for any errors or omissions in communications prepared for Contract owners except to the extent that the error or omission resulted from information provided by or on behalf of the Underwriter or the Fund. In no event shall the Fund, any portfolio of the Fund, the shareholders of any such portfolio or any officers or trustees of the Fund have any liability or responsibility with respect to any sales literature or promotional material.
4.4. The Fund, the Underwriter or their designee, designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, Company and/or the Accountits separate account(s), is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) named at least ten Business Days after receipt of such materialprior to its use. Materials not approved or disapproved within five (5) ten Business Days after receipt shall be deemed approved. The Company or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company Fund or its designee so objects.
4.44.5. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may from time to time be amended or supplemented from time to timesupplemented, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.54.6. Upon request, the Trust Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to any of the Funds Portfolios or their shares, after promptly following the filing of such document(s) document with the SEC or other regulatory authorities.
4.64.7. Upon request, the Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after promptly following the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide ; and, if a Contract and its associated Account are exempt from registration, the equivalents to the Trust and above.
4.8. For purposes of this Agreement, the Adviser phrase “sales literature or other promotional material” includes, but is not limited to, any complaints received from of the Contract owners pertaining following that refer to the Trust Fund or any affiliate of the Fund: advertisements (such as material published or designed for use in a Fund.
4.7. The Trust will provide newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape or electronic display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the Company with as much notice as is reasonably practicable public, including brochures, circulars, research reports, market letters, reprints or excerpts of any other advertisement, sales literature or published article), and any other material change in constituting sales literature or advertising under the Trust’s registration statementNational Association of Securities Dealers, particularly any change resulting in a change to Inc. or FINRA rules, the registration statement 1940 Act or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner1933 Act.
Appears in 2 contracts
Samples: Participation Agreement (Variable Annuity Account A), Participation Agreement (SBL Variable Annuity Account Xiv)
Sales Material and Information. 4.1. The Company shall 4.1 AAL or its designee will furnish, or shall will cause to be furnished, to the Trust FUND or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (FUND or a Fund thereof) or the Adviser AAL is named, at least fifteen (15) days prior to its intended use. No such material shall will be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it FUND or its designee objects to review such sales literature or promotional material intended use within five fifteen (515) Business Days days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall 4.2 AAL will not give any information or make any representations representation or statements statement, or cause such information to be given or representation to be made, on behalf of the Trust FUND or concerning the Trust or the Adviser any Portfolio in connection with the sale of the Contracts Certificates other than the information or representations contained in the registration statement or prospectus or statement, prospectus, and SAI for the Trust FUND shares, as such registration statement statement, prospectus, and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements materials for the TrustFUND, or in sales literature or other promotional material approved by the Trust FUND or its designee, except with the permission of the Trust FUND or its designee.
4.3. 4.3 The Trust and the Adviser, FUND or their designee, shall its designee will furnish, or will cause to be furnished, to the CompanyAAL or its designee, each piece of sales literature or other promotional material that it develops and of the FUND in which the Company, AAL and/or the Account, its ACCOUNT is named, at least fifteen (15) days prior to its intended use. No such material shall will be used until approved by the Company, and the Company will if AAL or its designee objects to such intended use its best efforts to review such sales literature or promotional material within five fifteen (515) Business Days days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. 4.4 The Trust shall FUND will not give any information or make any representations or statements, or cause such information to be given or representations to be made, on behalf of the Company AAL or concerning the CompanyAAL, the Account, its ACCOUNT or the Contracts its Certificates other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contractssuch Certificates, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the Account which ACCOUNT that are in the public domain or approved by the Company AAL for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyAAL or its designee, except with the permission of the CompanyAAL or its designee .
4.5. Upon request, the Trust 4.5 The FUND will provide to the Company at least AAL one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statementsmaterial, sales literature and other promotional materialsmaterial, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds FUND or their its shares, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities.
4.6. Upon request, the Company 4.6 AAL will provide to the Trust at least FUND one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act)prospectuses, SAIs, reports, solicitations for voting instructions, sales literature and other promotional materialsmaterial, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts ACCOUNT or the Accountits Certificates, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 2 contracts
Samples: Participation Agreement (Aal Variable Product Series Fund Inc), Participation Agreement (Aal Variable Annuity Account I)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust or its designeeUnderwriter, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) or the Adviser Underwriter is named, at least five (5) Business Days prior to its use. No such material shall be used until approved by the Trust or its designee, Underwriter and the Trust Underwriter will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such materialreceipt. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesTrust, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee, except with the permission of the Trust or its designee.
4.3. The Trust and the Adviser, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is namedCompany or its separate account(s) or Contracts are named at least five (5) Business Days prior to its use. No such material shall be used until approved by the Company, Company and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such materialreceipt. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act)prospectus, or SAI for the Contracts, as such registration statement, prospectus, or prospectus and SAI may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Trust or their its shares, promptly after the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or investment in the AccountTrust under the Contracts, promptly after the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.7. The Company shall provide to For purposes of this Article IV, the Trust and phrase “sales literature or other promotional material” includes, but is not limited to, any of the Adviser any complaints received from the Contract owners pertaining following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a Fund.
4.7. The Trust will provide newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the Company with as much notice as is reasonably practicable public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (KILICO Variable Annuity Separate Account - 3), Participation Agreement (KILICO Variable Annuity Separate Account - 3)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Trust, Advisor or Distributor or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Trust, the Advisor or the Adviser Distributor is namednamed and which the form of such material has not been previously reviewed by the Trust, Advisor or Distributor, at least 10 Business Days prior to its use. No such material shall be used until approved by if the Trust Trust, the Advisor, the Distributor or its designee, and their designee reasonably objects to such use no later than three business days before the Trust will intended use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company Except with the permission of the Trust, Distributor or Advisor or their designee, the Company, its affiliates and agents shall not give any information or make any representations or statements on behalf of the Trust Trust, the Distributor or the Advisor or concerning the Trust Trust, the Distributor or the Adviser in connection with the sale of the Contracts Advisor, other than the information or representations contained in the registration statement or prospectus or SAI for the Trust shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designeedesignee or by the Distributor. This shall not apply to independently created information based on Trust, except with Distributor or Advisor information otherwise allowable under this paragraph, but in no case shall the permission of Company, its affiliates and agents give such information or make such statements in a context that causes the Trust information, representations or its designeestatements to be false or misleading.
4.3. The Trust and the AdviserTrust, Advisor or their designee, Distributor shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or an Account or Contract is named and which the Account, is named. No form of such material shall be used until approved has not been previously reviewed by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) at least ten Business Days after receipt of such materialprior to its use. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no No such material shall be used if the Company so objectsor its designee reasonably objects to such use no later than three business days before the intended use of such material.
4.4. The Trust Except with the permission of the Company or its designee, the Trust, the Advisor, and the Distributor, as well as their affiliates and agents, shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company or its designee. This shall not apply to independently created information based on Company, except with Account or Contract information otherwise allowable under this paragraph, but in no case shall the permission of Trust, Distributor, Advisor, their affiliates and/or agents give such information or make such statements in a context that causes the Companyinformation, representations or statements to be false or misleading.
4.5. Upon request, the The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Trust or their its shares, promptly after the filing of such document(s) document with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, materials promptly after the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the phrase “sales literature or other promotional material” includes, but is not limited to, any of the following that refer to the Trust, Advisor, Distributor, Company with or their respective designee in the same or similar context: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials, but shall not include institutional sales communications.
Appears in 2 contracts
Samples: Participation Agreement (MTB Funds), Participation Agreement (MTB Funds)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) or the Adviser Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust or its designeeFund.
4.3. The Trust and the Adviser, Fund or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or or its Account is named, and no separate account(s) or Contracts are named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. The Trust Fund and the Advisers shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or investment in the AccountFund under the Contracts, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Talcott Resolution Life & Annuity Insurance Co Separate Account Seven), Participation Agreement (Hartford Life Insurance Co Separate Account Seven)
Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, at least fifteen business days prior to first use, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named, and no such material shall be used if the Trust Fund or its designee so objectsobject.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. 4.3 The Trust Fund and the AdviserUnderwriter, or their designee, shall furnish, or shall cause to be be, furnished, to the Company, at least fifteen business days prior to first use, each piece of sales literature or other promotional material that it develops and in which the Company, and/or its Account, or the AccountContracts, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account Account, or the Contracts, is named, and no such material shall be used if the Company so objects.
4.4. 4.4 The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust 4.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) with the SEC or other regulatory authorities. The Fund will provide to the Company any complaints filed with the SEC received that pertain to the Company, the Account, or the Contracts.
4.6. Upon request, the 4.6 The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after contemporaneously with the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser Underwriter any complaints received from the Contract owners pertaining to the Trust Fund or a Fundthe Designated Portfolio filed with the SEC.
4.7. 4.7 The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.8 For purposes of this Article IV, the phrase "sales literature and other promotional materials" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), and sales literature (i.e., any written or electronic communication distributed or made generally available to customers or the public, including brochures, circulars, reports, market letters, form letters, telemarketing scripts, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), distributed or made generally available to customers or to the public, educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, SAIs, shareholder reports, proxy materials, and any other communications distributed or made generally available with regard to the Fund.
Appears in 2 contracts
Samples: Participation Agreement (Transamerica Corporate Separate Account Sixteen), Participation Agreement (WRL Series Life Corporate Account)
Sales Material and Information. 4.1. The Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Trust or its designee, Distributor each piece of sales literature or other promotional material that the Company develops and (as defined hereafter) in which the Trust (or a Fund thereof) ING VPI, its investment adviser or the Adviser Distributor is namednamed at least 15 days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will Distributor objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust ING VPI or concerning the Trust or the Adviser ING VPI in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust ING VPI shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustING VPI, or in sales literature or other promotional material approved by the Trust ING VPI or its designeedesignee or by the Distributor, except with the written permission of ING VPI or the Trust Distributor or its designeethe designee of either or as is required by law.
4.3. The Trust and the Adviser, Distributor or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and prepared by the Distributor in which the Company, Company and/or the Account, Company's Account is namednamed at least 15 days prior to its use. No such material shall be used until approved by the Company, and if the Company will or its designee object to such use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Neither ING VPI nor the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract ownersowners or participants, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the written permission of the CompanyCompany or as is required by law.
4.5. Upon requestFor purposes of this Article IV, the Trust will provide to the Company at least one complete copy of all registration statementsphrase "sales literature or other promotional material" includes, prospectusesbut is not limited to, SAIsadvertisements (such as material published, reportsor designed for use in, proxy statementsa newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature and other promotional materials(i.e. any written communication distributed or made generally available to customers or the public, applications for exemptionsincluding brochures, requests for no-action circulars, research reports, market letters, and all amendments to form letters, seminar texts, reprints or excerpts of any of the aboveother advertisement, that relate to the Funds sales literature, or their sharespublished article), after the filing of such document(s) with the SEC educational or training materials or other regulatory authoritiescommunications distributed or made generally available to some or all registered representatives.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 2 contracts
Samples: Participation Agreement (Reliastar Select Life Variable Account), Participation Agreement (Ing Variable Portfolios Inc)
Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops or uses and in which the Trust Fund (or a Fund Portfolio thereof) or the Adviser or the Underwriter is named, at least five business days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably object to review such sales literature or promotional material use within five (5) Business Days business days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is namedmaterial, and no such material shall be used if the Trust Fund or its designee so objectsobject. The review procedures of this paragraph shall not apply to any advertising or sales literature produced by the Company if all references in such literature regarding the Fund are identical to those that appear in the Fund’s prospectus or Statement of Additional Information.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or the Underwriter or the designee of either.
4.3 The Fund, Underwriter, or its designee.
4.3. The Trust and the Adviser, or their designee, designee shall furnish, or shall cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, ,
4.4 and/or the its Account, is namednamed at least five business days prior to its use. No such material shall be used until approved by the Company, and if the Company will reasonably objects to such use its best efforts to review such sales literature or promotional material within five (5) Business Days ten calendar days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. 4.5 The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act)prospectus, or SAI for the Contracts, Contracts as such registration statement, prospectus, prospectus or SAI may be amended or supplemented from time to time, time or in published reports for the Account Accounts which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or designee, except with the permission of the Company.
4.5. Upon request, the Trust 4.6 The Fund will provide to the Company at the Company’s request, at least one complete copy of all registration statements, prospectuses, SAIsSAI, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, within a reasonable time after the filing of such document(sdocuments(s) with the SEC or other regulatory authorities.
4.6. Upon request, the 4.7 The Company will provide to the Trust Fund, at the Fund’s request, at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act)prospectuses, SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, within a reasonable time after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide .
4.8 For purposes of this Article IV, the phrase “sales literature and other promotional materials” includes, but is not limited to, any of the following that refer to the Trust Fund or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and the Adviser registration statements, prospectus, SAIs, shareholder reports, proxy materials, and any complaints received from the Contract owners pertaining other communications distributed or made generally available with regard to the Trust or a FundFunds.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 2 contracts
Samples: Participation Agreement (MML Bay State Variable Life Separate Account I), Participation Agreement (MML Bay State Variable Life Separate Account I)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, the form of each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least eight Business Days prior to its use. The Fund will review such material within five Business Days. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in or accurately derived from the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least eight Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within five Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in or accurately derived from a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Fkla Variable Separate Account), Participation Agreement (Fkla Variable Separate Account)
Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Trust Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material that (as defined in Section 4.5) prepared by the Company develops and or any person contracting with the Company in which the Trust (or a Fund thereof) Fund, the Adviser or the Adviser Underwriter is named, at least ten Business Days prior to its use. No such material shall be used until approved by if the Trust Fund, the Adviser, the Underwriter or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesFund prospectus, as such registration statement and or Fund prospectus or SAI may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. 4.3 The Trust and the Adviser, or their designee, Fund shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and (as defined in which the Company, and/or the Account, is named. No such material shall be used until approved Section 4.5) prepared by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material Fund in which the Company and/or or its Account is namedAccounts, and no are named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. The Trust 4.4 Neither the Fund nor the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, statement or SAI prospectus may be amended or supplemented from time to time, or in published reports or solicitations for the voting instruction for each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request4.5 For purposes of this Article 4, the Trust will provide phrase “sales literature or other promotional material” includes, but is not limited to, any of the following: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the Company at least one complete copy public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, SAIsstatements of additional information, shareholder reports, and proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 2 contracts
Samples: Participation Agreement (Guardian Separate Acct N of the Guardian Ins & Annuity Co), Participation Agreement (Guardian Separate Acct N of the Guardian Ins & Annuity Co)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Trust, the Underwriter, the Adviser, or its their designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Trust, the Underwriter, or the Adviser is named, at least fifteen Business Days prior to its use. No such material shall be used until approved by if the Trust Trust, the Underwriter, the Adviser, or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) fifteen Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designeedesignee or by the Underwriter, except with the permission of the Trust or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserTrust, Underwriter, or their designee, designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least fifteen Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within fifteen Business Days after receipt of such material.
4.4. The Trust Trust, the Underwriter, and the Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Trust or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities.
4.7. The Company shall provide to For purposes of this Article IV, the Trust and phrase "sales literature or other promotional material" includes, but is not limited to, any of the Adviser any complaints received from the Contract owners pertaining following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a Fund.
4.7. The Trust will provide newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the Company with as much notice as is reasonably practicable public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Separate Account Va B), Participation Agreement (PFL Life Variable Annuity Account E)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least fifteen Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee object to review such sales literature or promotional material use within five (5) fifteen Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least fifteen Business Days prior to its use. No such material shall be used if the Company so objectsor its designee object to such use within fifteen Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust Securities and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundExchange Commission.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (National Variable Annuity Account Ii), Participation Agreement (Allmerica Select Sep Acct Ii of Allmerica Fin Life Ins Co)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least fifteen Business Days prior to its use. The Underwriter will use its best efforts to review materials within a shorter time period as the Company will have requested in a letter accompanying such material. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee object to review such sales literature or promotional material use within five (5) fifteen Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Accountits separate account(s), is namednamed at least fifteen Business Days prior to its use. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objectsor its designee object to such use within fifteen Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract ownersowners or participants, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statementsstatements (including materials relating to proxy solicitation), sales literature and other promotional materials, applications for exemptions, requests for nonot-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust Securities and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundExchange Commission.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements (or preliminary drafts of such registration statements) prospectuses, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementStatements of Additional Information, in an orderly mannershareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Life of Virginia Separate Account Ii), Participation Agreement (Life of Virginia Separate Account 4)
Sales Material and Information. 4.1. The Insurance Company shall furnish, or shall cause to be furnished, to the Trust Company or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Company, a sub-adviser of one of the Funds, or a Fund thereof) or the Adviser INVESCO is named, at least fifteen calendar days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Company or its designee objects to review such sales literature or promotional material use within five (5) Business Days ten calendar days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Insurance Company shall not give any information or make any representations or statements on behalf of the Trust Company or concerning the Trust or the Adviser Company in connection with the sale of the Contracts other than the information or representations contained in the registration statement or statement, prospectus or SAI statement of additional information for the Trust Company's shares, as such registration statement, prospectus and statement and prospectus or SAI of additional information may be amended or supplemented from time to time, or in reports or proxy statements for the TrustCompany, or in sales literature or other promotional material approved by the Trust Company or its designeedesignee or by INVESCO, except with the permission of the Trust Company or its designeeINVESCO.
4.3. The Trust and the AdviserCompany, INVESCO, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyInsurance Company or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, Insurance Company and/or the Accountits separate account(s), is namednamed at least fifteen calendar days prior to its use. No such material shall be used until approved by if the Company, and the Insurance Company will or its designee objects to such use its best efforts to review such sales literature or promotional material within five (5) Business Days ten calendar days after receipt of such that material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Company and INVESCO shall not give any information or make any representations on behalf of the Insurance Company or concerning the Insurance Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI statement of additional information for the Contracts, as such that registration statement, prospectus, or SAI prospectus and statement of additional information may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Insurance Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyInsurance Company or its designee, except with the permission of the Insurance Company.
4.5. Upon requestThe Company will provide to the Insurance Company at least one complete copy of each registration statement, prospectus, statement of additional information, report, proxy statement, piece of sales literature or other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relate to the Company or its shares, contemporaneously with the filing of the document with the Commission, the Trust NASD, or other regulatory authorities.
4.6. The Insurance Company will provide to the Company at least one complete copy of all each registration statementsstatement, prospectusesprospectus, SAIsstatement of additional information, reportsreport, proxy statementssolicitation for voting instructions, piece of sales literature and other promotional materialsmaterial, applications application for exemptionsexemption, requests request for no-no action lettersletter, and all amendments any amendment to any of the above, that relate to the Funds or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate relates to the Contracts or the Account, after contemporaneously with the filing of such document(s) the document with the SEC Commission, the NASD, or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Agreement, the Company with as much notice as phrase "sales literature or other promotional material" includes, but is reasonably practicable not limited to, advertisements, newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
4.8. At the Trust’s registration statementrequest of any party to this Agreement, particularly any change resulting in a change each other party will: make available to the registration statement or prospectus for any Accountother party's independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested. The Trust will work with Company agrees that Insurance Company shall have the right to inspect, audit and copy all records pertaining to the performance of services under this Agreement pursuant to the requirements of the California Insurance Department. However, Company so as and INVESCO shall own and control all of their respective records pertaining to enable their performance of the Company to make changes to its prospectus or registration statement, in an orderly mannerservices under this Agreement.
Appears in 2 contracts
Samples: Participation Agreement (Security Life Separate Account L1), Participation Agreement (Security Life Separate Account A1)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least fifteen Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee object to review such sales literature or promotional material use within five (5) fifteen Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least fifteen Business Days prior to its use. No such material shall be used if the Company so objectsor its designee object to such use within fifteen Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities. The Fund will make a good faith effort to notify the Company of any impending changes to its methods of operation (including, but not limited to, fees and expenses and investment policies).
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, Statements of Additional Information, shareholder reports, and proxy materials. Sales literature or other promotional material change in does not include material which does not mention the Trust’s registration statement, particularly Fund or any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to of its prospectus or registration statement, in an orderly manneraffiliated companies.
Appears in 2 contracts
Samples: Participation Agreement (New England Variable Account), Participation Agreement (New England Variable Life Separate Account)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Trust, the Advisers or its their designee, drafts of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material that prepared by the Company develops and or any person contracting with the Company to prepare such material in which the Trust (or a Fund thereof) Trust, the Advisers or the Adviser Administrator is nameddescribed, at least ten Business Days prior to its use. No such material shall be used until approved by if the Trust Trust, the Advisers, the Administrator or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved Educational or disapproved within five (5) Business Days shall training materials or other communications distributed to or made generally available to some or all agents or employees will only be deemed approvedprovided upon request of the Trust.
4.2. The Trust or its designee reserves Neither the right Company nor any person contracting with the Company to reasonably object to the continued use of any such prepare sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesprospectus, as such registration statement and or Trust prospectus or SAI may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee, except with the permission of the Trust or its designee.
4.3. The Trust and the Adviser, or their designee, Administrator shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved prepared by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material Trust in which the Company and/or or its Account is namedAccounts, and no are described at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. The Trust Neither the Trust, the Administrator, nor the Advisers shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, statement or SAI prospectus may be amended or supplemented from time to time, or in published reports or solicitations for the voting instruction for each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the The Trust will provide to the Company Company, upon its request, at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Trust or their its shares, promptly after the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Trust, upon the Trust's request, at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts investment in an Account or the AccountContract, after prior to with the filing of such document(s) documents with the SEC Securities and Exchange Commission or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article 4, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, internet, telephone or tape recording, videotape, display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change other advertisement, sales literature, or published article), and educational or training materials or other communications distributed or made generally available to some or all agents or employees.
4.8. The Company and its agents shall make no representations concerning the Trust except those contained in the then-current prospectus and statement of additional information of the Trust and in current printed sales literature of the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 2 contracts
Samples: Fund Participation Agreement (Horace Mann Life Insurance Co Separate Account), Fund Participation and Service Agreement (Horace Mann Life Insurance Co Separate Account)
Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, its Advisers or the Adviser Sponsor is named, at least ten Business Days prior to its use. The Company may use such material in fewer than ten Business Days if it receives the written consent of the Fund or its designee. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts Variable Insurance Products other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Sponsor, except with the permission of the Trust Fund or its designeethe Sponsor or the designee of either.
4.3. 4.3 The Trust and the AdviserFund, Sponsor, Distributor or their designee, designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its or an Account is named, and no named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. 4.4 The Trust Fund, the Distributor and the Sponsor shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Variable Insurance Products other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI PPM for the ContractsVariable Insurance Products, as such registration statement, prospectus, or SAI PPM may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust 4.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after prior to or contemporaneously with the filing of such document(s) each document with the SEC or other regulatory authorities.
4.6. Upon request, the 4.6 The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsPPMs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptionsexemption, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts Variable Insurance Products or the each Account, after prior to or contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. , or, in the case of a PPM, at least three Business Days before any sales are made by use of the relevant PPM.
4.7 The Company and the Fund shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authorities) that relates to the Variable Insurance Products, the Fund or its shares, and the party that was the subject of the examination shall provide to the Trust other party with a copy of relevant portions of any "deficiency letter" or other correspondence or written report regarding any such examination.
4.8 The Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust Sponsor will provide the Company with as much notice as is reasonably reasonable practicable of any proxy solicitation for any Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus PPM for any Account. The Trust Fund and the Sponsor will work cooperate with the Company so as to enable the Company to solicit voting instructions from owners of Variable Insurance Products, to the extent a solicitation is required by applicable law, or to make changes to its prospectus or registration statement, PPM in an a orderly manner.
4.9 For purposes of this Article IV, the phrase "sales literature and other promotional material" is subject to applicable laws and regulations governing the private placement of securities, particularly the prohibition against making a general solicitation. The phrase includes, but is not limited to, sales literature (i.e., any written communication distributed or made generally available to customers, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published articles), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and PPMs, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Usl Separate Account Usl Vl-R), Participation Agreement (Agl Separate Account Vl R)
Sales Material and Information. 4.1. The Company Preferred shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, a copy of each piece of sales literature or other promotional material that the Company Preferred develops or proposes to use and in which the Trust Fund (or a Fund Portfolio thereof) ), its Adviser or one of its sub-advisers or the Adviser Distributor is namednamed in connection with the Contracts, at least ten (10) Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will Fund objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company Preferred shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or statement, including the prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI the same may be amended or supplemented from time to time, or in reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust Fund, Distributor or its designeeAdviser, except with the permission of the Trust Fund, Distributor or its designeeAdviser.
4.3. The Trust and Fund or the Adviser, or their designee, Adviser shall furnish, or shall cause to be furnished, to the CompanyPreferred, a copy of each piece of sales literature or other promotional material that it develops and in which the Company, Preferred and/or the Account, its separate account(s) is namednamed at least ten (10) Business Days prior to its use. No such material shall be used until approved by the Company, and the Company will if Preferred objects to such use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund, the Distributor and the Adviser shall not give any information or make any representations on behalf of the Company Preferred or concerning the CompanyPreferred, the Account, or the Contracts other than the information or representations contained in a registration statement, including the prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI the same may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyPreferred or its designee, except with the permission of the CompanyPreferred.
4.5. Upon request, the Trust The Fund will provide to the Company Preferred at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds or their shares, after Designated Portfolio(s) within a reasonable period of time following the filing of such document(s) with the SEC or NASD or other regulatory authorities.
4.6. Upon request, the Company Preferred will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act)prospectuses, SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after within a reasonable period of time following the filing of such document(s) with the SEC SEC, NASD, or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fundauthority.
4.7. The Trust will provide For purposes of Articles IV and VIII, the Company with phrase "sales literature and other promotional material" includes, but is not limited to, advertisements (such as much notice material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media; e.g., on-line networks such as is reasonably practicable the Internet or other electronic media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and shareholder reports, and proxy materials (including solicitations for voting instructions) and any other material change in constituting sales literature or advertising under the Trust’s registration statementNASD rules, particularly the 1933 Act or the 0000 Xxx.
4.8. At the request of any change resulting in a change party to this Agreement, each other party will make available to the registration statement other party's independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested in connection with compliance and regulatory requirements related to this Agreement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly mannerparty's obligations under this Agreement.
Appears in 2 contracts
Samples: Fund Participation Agreement (Preferred Life Variable Account C), Fund Participation Agreement (Preferred Life Variable Account C)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least fifteen Business Days prior to its use. The Underwriter will use its best efforts to review materials within a shorter time period as the Company will have requested in a letter accompanying such material. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee object to review such sales literature or promotional material use within five (5) fifteen Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnishedFurnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least fifteen Business Days prior to its use. No such material shall be used if the Company so objectsor its designee object to such use within fifteen Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the Accounteach account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust Securities and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundExchange Commission.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other 110 promotional material" includes, but is not limited to, advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs for billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Life of Virginia Separate Account Ii), Participation Agreement (Life of Virginia Separate Account 4)
Sales Material and Information. 4.1. The Insurance Company shall furnish, or shall cause to be furnished, to the Trust Company or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Company, a sub-adviser of one of the Funds, or a Fund thereof) or the Adviser INVESCO is named, at least fifteen calendar days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Company or its designee objects to review such sales literature or promotional material use within five (5) Business Days ten calendar days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Insurance Company shall not give any information or make any representations or statements on behalf of the Trust Company or concerning the Trust or the Adviser Company in connection with the sale of the Contracts other than the information or representations contained in the registration statement or statement, prospectus or SAI statement of additional information for the Trust Company's shares, as such registration statement, prospectus and statement and prospectus or SAI of additional information may be amended or supplemented from time to time, or in reports or proxy statements for the TrustCompany, or in sales literature or other promotional material approved by the Trust Company or its designeedesignee or by INVESCO, except with the permission of the Trust Company or its designeeINVESCO.
4.3. The Trust and the AdviserCompany, INVESCO, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyInsurance Company or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, Insurance Company and/or the Accountits separate account(s), is namednamed at least fifteen calendar days prior to its use. No such material shall be used until approved by if the Company, and the Insurance Company will or its designee objects to such use its best efforts to review such sales literature or promotional material within five (5) Business Days ten calendar days after receipt of such that material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Company and INVESCO shall not give any information or make any representations on behalf of the Insurance Company or concerning the Insurance Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI statement of additional information for the Contracts, as such that registration statement, prospectus, or SAI prospectus and statement of additional information may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Insurance Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyInsurance Company or its designee, except with the permission of the Insurance Company.
4.5. Upon requestThe Company will provide to the Insurance Company at least one complete copy of each registration statement, prospectus, statement of additional information, report, proxy statement, piece of sales literature or other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relate to the Company or its shares, contemporaneously with the filing of the document with the Commission, the Trust NASD, or other regulatory authorities.
4.6. The Insurance Company will provide to the Company at least one complete copy of all each registration statementsstatement, prospectusesprospectus, SAIsstatement of additional information, reportsreport, proxy statementssolicitation for voting instructions, piece of sales literature and other promotional materialsmaterial, applications application for exemptionsexemption, requests request for no-no action lettersletter, and all amendments any amendment to any of the above, that relate to the Funds or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate relates to the Contracts or the Account, after contemporaneously with the filing of such document(s) the document with the SEC Commission, the NASD, or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Agreement, the Company with as much notice as phrase "sales literature or other promotional material" includes, but is reasonably practicable not limited to, advertisements, newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
4.8. At the Trust’s registration statementrequest of any party to this Agreement, particularly any change resulting in a change each other party will make available to the registration statement or prospectus for any Accountother party's independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested. The Trust will work with Company agrees that Insurance Company shall have the right to inspect, audit and copy all records pertaining to the performance of services under this Agreement pursuant to the requirements of the California Insurance Department. However, Company so as and INVESCO shall own and control all of their respective records pertaining to enable their performance of the Company to make changes to its prospectus or registration statement, in an orderly mannerservices under this Agreement.
Appears in 2 contracts
Samples: Participation Agreement (Invesco Variable Investment Funds Inc), Participation Agreement (Invesco Variable Investment Funds Inc)
Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Trust a Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser its underwriter is named, at least ten Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee object to review such sales literature or promotional material use within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust a Fund or concerning the Trust or the Adviser a Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust that Fund's shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Trustthat Fund, or in sales literature or other promotional material approved by that Fund or the Trust Distributor or its designeethe designee of either, except with the permission of the Trust Fund or its designeethe Distributor or the designee of either.
4.3. The Trust 4.3 Each Fund and the AdviserDistributor, or their designee, the designee of either shall furnish, or shall cause to be furnished, to the CompanyCompany or their designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or their Account(s) is named at least ten Business Days prior to its Account is named, and no use. No such material shall be used if the Company so objectsor their designee object to such use within ten Business Days after receipt of such material.
4.4. The Trust 4.4 Each Fund and the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, the an Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or their designee, except with the permission of the Company.
4.5. 4.5 Upon request, the Trust each Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds a Fund or their its shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. 4.6 Upon request, the Company will provide to the Trust each Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the Account.
4.7 For purposes of this Article IV, after the filing of such document(s) with the SEC phrase "sales literature or other regulatory authorities. The Company shall provide promotional material" includes, but is not limited to, advertisements (such as materials published, or designed for use, in a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature, (i.e., any written communication distributed or made generally available to customers or the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or a Fund.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, Statements of Additional Information, shareholder reports, and proxy materials and any other material change in constituting sales literature or advertising under the Trust’s registration statementNASD rules, particularly any change resulting in a change to the registration statement 1940 Act, the 1933 Act, or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly mannerrules thereunder.
Appears in 2 contracts
Samples: Participation Agreement (Riversource of New York Variable Annuity Account), Participation Agreement (Riversource Variable Account 10)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee objects to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named, and no such material shall be used if the Trust Fund or its designee so objectsobject.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser or the Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or profiles or prospectus or SAI for the Trust Fund shares, as such registration statement and profiles and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeeby the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter.
4.3. The Trust Fund and the AdviserUnderwriter, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the its Account, is named. No such material shall be used until approved by the Company, and if the Company will use its best efforts objects to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, statement and prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon requestThe Fund and the Underwriter shall adopt and implement procedures reasonably designed to ensure that information concerning the Company, any of its affiliates, or the Trust Contracts which is intended only for use by brokers or agents selling the shares (I.E., information that is not intended for distribution to shareowners or prospective shareowners) is so used, and neither the Company nor any of its affiliates shall be liable for any losses, damages, or expenses relating to the improper use of such broker only materials.
4.6. The Company shall adopt and implement procedures reasonably designed to ensure that information concerning the Funds which is intended only for use by brokers or agents selling the Contracts (I.E., information that is not intended for distribution to Contract owners or prospective Contract owners) is so used, and neither the Fund nor Underwriter shall be liable for any losses, damages, or expenses relating to the improper use of such broker only materials. The parties hereto agree that this section is not intended to designate or otherwise imply that the Company is an underwriter or distributor of the Fund's shares.
4.7. The Fund will provide to the Company at least one complete copy of all registration statements, profiles, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.64.8. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser Underwriter any complaints received from the Contract owners pertaining to the Trust Fund or a Fundthe Designated Portfolio.
4.74.9. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.10. For purposes of this Article IV, the phrase "sales literature and other promotional materials" includes, but is not limited to, any of the following that refer to the Fund or Company, as applicable or any affiliate of the Fund or Company, as applicable: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, SAIs, shareholder reports, proxy materials, and any other communications distributed or made generally available with regard to the Fund.
4.11. The Fund agrees to provide to the Company, within fifteen (15) Business Days after the end of a calendar Quarter, the following information with respect to each Portfolio of the Fund set forth on Schedule A, each as of the last Business Day of such calendar Quarter: the Portfolio's ten largest portfolio holdings (based on the percentage of the Portfolio's net assets); the five industry sectors in which the Portfolio's investments are most heavily weighted; the relative proportion of the Portfolio's net assets invested in equity, bond, and cash instruments, respectively; and year-to-date NAV performance data. Also, the Fund agrees to provide to the Company, within fifteen (15) Business Days after a request is submitted to the Fund by the Company, the following information with respect to each Portfolio of the Fund set forth on Schedule A, each as of the date or dates specified in such request: net asset value; net asset value per Share; and other reasonable Share information. The Fund acknowledges that such information may be furnished to the Company's internal or independent auditors and to the insurance departments of the various jurisdictions in which the Company does business.
Appears in 2 contracts
Samples: Participation Agreement (Ml of New York Variable Annuity Separate Account A), Participation Agreement (Merrill Lynch Life Variable Annuity Separate Account A)
Sales Material and Information. 4.1. The Insurance Company shall furnish, or shall cause to be furnished, to the Trust Company or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Company, Xxxxx Selected Advisers, L.P., or a Fund thereof) or the Adviser Xxxxx Distributors is named, at least five Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Company or its designee reasonably objects to review such sales literature or promotional material use within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Insurance Company shall not give any information or make any representations or statements on behalf of the Trust Company or concerning the Trust or the Adviser Company in connection with the sale of the Contracts other than the information or representations contained in the Company's registration statement or statement, prospectus or SAI for the Trust sharesSAI, as such that registration statement and statement, prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustCompany, or in sales literature or other promotional material approved by the Trust Company or its designeedesignee or by Xxxxx Distributors, except with the permission of the Trust Company or its designeeXxxxx Distributors.
4.3. The Trust and the AdviserCompany, Xxxxx Distributors, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyInsurance Company or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or Insurance Company or the Account, Account is namednamed at least five Business Days prior to its use. No such material shall be used until approved by if the Company, and the Insurance Company will or its designee reasonably objects to such use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such that material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Company and Xxxxx Distributors shall not give any information or make any representations on behalf of the Insurance Company or concerning the Insurance Company, the any Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI statement of additional information for the Contracts, as such that registration statement, prospectus, prospectus or SAI statement of additional information may be amended or supplemented from time to time, or in published reports for the any Account which are in the public domain or approved by the Insurance Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyInsurance Company or its designee, except with the permission of the Insurance Company.
4.5. Upon requestThe Company will provide to the Insurance Company at least one complete copy of each registration statement, prospectus, statement of additional information, report, proxy statement, piece of sales literature or other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relate to the Company or its shares, contemporaneously with the filing of the document with the SEC, the Trust NASD, or other regulatory authorities.
4.6. The Insurance Company will provide to the Company at least one complete copy of all each registration statementsstatement, prospectusesprospectus, SAIsstatement of additional information, reportsreport, proxy statementssolicitation for voting instructions, piece of sales literature and other promotional materialsmaterial, applications application for exemptionsexemption, requests request for no-action lettersletter, and all amendments any amendment to any of the above, that relate to the Funds or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate relates to the Contracts or the Account, after contemporaneously with the filing of such document(s) the document with the SEC SEC, the NASD, or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with as much notice as phrase "sales literature or other promotional material" includes, but is reasonably practicable not limited to, advertisements, newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, sales literature (I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, shareholder newsletters, seminar texts, reprints or excerpts of any material change in other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
4.8. At the Trust’s registration statementrequest of any party to this Agreement, particularly any change resulting in a change each other party will make available to the registration statement or prospectus for any Account. The Trust will work with other party's independent auditors and/or representative of the Company so as appropriate regulatory agencies, all records, data and access to enable the Company to make changes to its prospectus or registration statement, in an orderly manneroperating procedures that may be reasonably requested.
Appears in 2 contracts
Samples: Participation Agreement (Allianz Life Variable Account B), Participation Agreement (Preferred Life Variable Account C)
Sales Material and Information. 4.1. The Company Insurance Parties shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, a copy of each piece of sales literature or other promotional material that the Company develops Insurance Parties develop or propose to use and in which the Trust Fund (or a Fund Portfolio thereof) ), its investment adviser or one of its sub-advisers or the Adviser Distributor is namednamed in connection with the Contracts, at least ten (10) Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will Fund objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company Insurance Parties shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or statement, prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI the same may be amended or supplemented from time to time, or in reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust Fund or its designeeDistributor, except with the permission of the Trust Fund or its designeeDistributor.
4.3. The Trust and Fund or the Adviser, or their designee, Distributor shall furnish, or shall cause to be furnished, to the CompanyThe Insurance Parties, a copy of each piece of sales literature or other promotional material that it develops and in which the Company, Insurance Parties and/or the Account, is namedtheir separate account(s) are named at least ten (10) Business Days prior to its use. No such material shall be used until approved by if the Company, and the Company will Insurance Parties object to such use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund shall not give any information or make any representations on behalf of the Company Insurance Parties or concerning the CompanyInsurance Parties, the AccountAccounts, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI the same may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyInsurance Parties or their designee, except with the permission of the CompanyInsurance Parties.
4.5. Upon request, the Trust The Fund will provide to the Company Insurance Parties at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds or their sharesDesignated Portfolio(s), after the filing of such document(s) with the SEC or FINRA or other regulatory authorities.
4.6. Upon request, the Company The Insurance Parties will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the AccountAccounts, after contemporaneously with the filing of such document(s) with the SEC SEC, FINRA, or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fundauthority.
4.7. The Trust will provide For purposes of Articles IV and VII, the Company with phrase “sales literature and other promotional material” includes, but is not limited to, advertisements (such as much notice material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media; e.g., on-line networks such as is reasonably practicable the Internet or other electronic media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and shareholder reports, and proxy materials (including solicitations for voting instructions) and any other material change in constituting sales literature or advertising under the Trust’s registration statementFINRA rules, particularly the 1933 Act or the 0000 Xxx.
4.8. At the request of any change resulting in a change Party to this Agreement, each other Party will make available to the registration statement other Party’s independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested in connection with compliance and regulatory requirements related to this Agreement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly mannerParty’s obligations under this Agreement.
Appears in 2 contracts
Samples: Fund Participation Agreement (Variable Annuity-2 Series Account), Fund Participation Agreement (Variable Annuity-2 Series Account)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Underwriter or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Portfolio thereof) or the Adviser Underwriter is named. No such material shall be used until approved by the Trust Underwriter or its designee, and the Trust Underwriter will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Underwriter or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Portfolio thereof) or the Adviser Underwriter is named, and no such material shall be used if the Trust Underwriter or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust a Fund or the Adviser Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust a Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Trusta Fund, or in sales literature or other promotional material approved by the Trust a Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust and the AdviserUnderwriter, or their its designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the an Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the Trust The Underwriter will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Portfolios or their shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Underwriter at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the an Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser Underwriter any complaints received from the Contract owners pertaining to the Trust Fund or a FundPortfolio.
4.7. The Trust Underwriter will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Portfolio, and of any material change in the Trust’s a Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Underwriter will work with the Company so as to enable facilitate the Company solicitation of proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Underwriter will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
Appears in 2 contracts
Samples: Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (SBL Variable Annuity Account Xiv)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, the Underwriter or the Adviser is named, at least ten (10) Business Days prior to its use. No such material shall be used until approved by without the Trust prior approval of the Fund or its designee, and the Trust will . The Fund shall use its reasonable best efforts for it or its designee to review any such sales literature or promotional material within five as soon as practicable after receipt and no later than ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and or prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund which are in the public domain or approved by the Fund for distribution to Fund shareholders, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust or its designeeFund.
4.3. The Trust and the Adviser, Fund or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no Account(s) or Contract(s) are named at least ten (10) Business Days prior to its use. No such material shall be used if without the prior approval of the Company so objectsor its designee. The Company shall use its best efforts to review any such material as soon as practicable after receipt and no later than ten (10) Business Days after receipt of such material.
4.4. The Trust Neither the Fund, the Underwriter nor the Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, prospectus (which shall include an prospectus, offering memorandum, if any, if the Contracts issued by the Company memorandum or interests therein are not registered under the 1933 Act), or SAI other disclosure document for the Contracts, as such registration statement, prospectus, or SAI documents may be amended or supplemented from time to time, or in published reports or proxy statements for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will promptly provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their shares, after its shares and are relevant to the filing of such document(s) Company or the Contracts. With respect to all the above documents that must be filed with the SEC SEC, NASD or any other regulatory authoritiesauthority, the Fund will provide such documents to the Company promptly after filing.
4.6. Upon request, the The Company will promptly provide to the Trust Fund, to the extent applicable, at least one complete copy of all registration statements, prospectuses (which shall include an prospectuses, statements of additional information, offering memorandum, if any, if the Contracts issued by the Company memoranda or interests therein are not registered under the 1933 Act), SAIsother disclosure documents, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to investment in the Contracts Fund or the Account, after Portfolios under the filing of such document(s) Contracts. With respect to all the above documents that must be filed with the SEC SEC, NASD or any other regulatory authorities. The authority, the Company shall will provide such documents to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundFund promptly after filing.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, offering memoranda, prospectuses, statements of additional information or other disclosure documents, shareholder reports, and proxy materials.
4.8. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in that may cause a change to the registration statement statement, prospectus, or prospectus other disclosure document for any AccountAccount or Contract. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, prospectus, or other disclosure document in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
Appears in 2 contracts
Samples: Participation Agreement (Sun Life Ny Variable Account D), Participation Agreement (Sun Life of Canada U S Variable Account I)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named, and no such material shall be used if the Trust Fund or its designee so objectsobject.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust Fund and the Adviser, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the its Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Designated Portfolios or their shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the -7- Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust Fund or a FundDesignated Portfolio.
4.7. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.8. For purposes of this Article IV, the phrase "sales literature and other promotional materials" includes, but is not limited to, any of the following that refer to the Fund, any Designated Portfolio or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, SAIs, shareholder reports, proxy materials, and any other communications distributed or made generally available with regard to the Fund.
Appears in 2 contracts
Samples: Participation Agreement (Separate Account B of Golden American Life Insurance Co), Participation Agreement (Separate Account Ny-B of First Golden Amer Life Ins Co of Ny)
Sales Material and Information. 4.1. The Unless the parties mutually agree to alternative time frames, the Company shall furnish, or shall cause to be furnished, to the Trust or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Trust, the Advisor or the Adviser Distributor is named, at least fifteen Business Days prior to its use. No such material shall be used until approved by if the Trust Trust, the Advisor, the Distributor or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) fifteen Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company Company, its affiliates and agents shall not give any information or make any representations or statements on behalf of the Trust and the Advisor or concerning the Trust or and the Adviser Advisor in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designeedesignee or by the Distributor, except with the permission of the Trust or its designeethe Distributor or the designee of either.
4.3. The Trust and Unless the Adviserparties mutually agree to alternative time frames, the Trust, the Advisor, the Distributor, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least fifteen Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within fifteen Business Days after receipt of such material.
4.4. The Trust Trust, the Advisor, and the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Trust or their its shares, promptly after the filing of such document(s) document with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, promptly after the filing of such document(s) document with the SEC or other regulatory authorities.
4.7. The Company shall provide to For purposes of this Article IV, the Trust and phrase “sales literature or other promotional material” includes, but is not limited to, any of the Adviser any complaints received from the Contract owners pertaining following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a Fundnewspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, Statements of Additional Information, shareholder reports, and proxy materials.
4.74.8. The Trust will provide and the Advisor hereby consent to the establishment by the Company with as much notice as is reasonably practicable of any material change in a link between the World Wide Web internet site of the Trust (whether it be the Trust’s registration statementwebsite or the Advisor’s website containing information about the Trust) and the World Wide Web internet site of the Company (each, particularly a “Web Site”). Such link may be established for the purpose of facilitating access to information made available on the Trust’s Web Site, including the Fund’s prospectus, as may be amended from time to time. Any such link shall be displayed on the Company’s Web Site in equal prominence with any change resulting in a change other link or links that the Company may provide to the registration statement or prospectus Web Sites of other underlying investment companies that serve as investments for any Accountthe Company’s Variable Insurance Products. The Trust will work with establishment of such link shall not relieve the Company so of its responsibility for the delivery of the prospectuses, proxy statements, or periodic reports of the Fund as provided for in Article III. The consent provided hereby shall terminate upon the termination of this Agreement. The text contained on the Company’s Web Site related to enable such link shall be subject to Article IV hereof, including, without limitation, the requirement that the Company provide such text to make changes to its prospectus or registration statement, the Trust for prior review in an orderly manneraccordance with Section 4.1 hereof.
Appears in 2 contracts
Samples: Participation Agreement (Separate Account Va B), Participation Agreement (Separate Account Va Bny)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) LASC, or the Adviser is named. No such material shall be used until approved by the Trust any sub-adviser, or its designee, and the Trust will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser LFII is named, and no at least fifteen (15) days prior to its use. No such material shall be used if the Trust or its designee so objectsobject to such use within fifteen (15) days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI Prospectus for the Trust shares, as such registration statement and prospectus or SAI Prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designeedesignee or by LFII, except with the permission of the Trust or its designeeLFII or the designee of either.
4.3. The Trust and the Adviser, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designees, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is namedSeparate Account(s), and no are named at least fifteen (15) days prior to its use. No such material shall be used if the Company so objectsor its designee object to such use within fifteen (15) days after receipt of such material.
4.4. The Trust and LFII shall not give any information or make any representations or statements on behalf of the Company or concerning the Company, the any Separate Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the such Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the such Separate Account which are in the public domain or approved by the Company for distribution to Contract ownersOwners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptionsexemption, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Trust or their its shares, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act)prospectuses, SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptionsexemption, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the any Separate Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundSEC.
4.7. The Trust will provide For purposes of this Article IV., the Company with phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerSAIs, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Cova Variable Annuity Account Five), Participation Agreement (Cova Variable Annuity Account One)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named, and no such material shall be used if the Trust Fund or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust Fund and the Adviser, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Designated Portfolios or their shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust Fund or a FundDesignated Portfolio.
4.7. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
Appears in 2 contracts
Samples: Participation Agreement (SBL Variable Annuity Account Xvii), Participation Agreement (SBL Variable Annuity Account Xvii)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named, and no such material shall be used if the Trust Fund or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI SA! may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust Fund and the Adviser, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the its Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Designated Portfolios or their shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsSA Is, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust Fund or a FundDesignated Portfolio.
4.7. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the TrustFund’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.8. For purposes of this Article IV, the phrase “sales literature and other promotional materials” includes, but is not limited to, any of the following that refer to the Fund, any Designated Portfolio or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature(~, any written communication distributed or made generally available to customers or the public, including brochures, circulars, reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, SA Is, shareholder reports, proxy materials, and any other communications distributed or made generally available with regard to the Fund.
Appears in 2 contracts
Samples: Participation Agreement (Separate Account No. 70), Participation Agreement (Separate Account No. 70)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser is named, and no such material shall be used if the Trust Fund or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust Fund and the Adviser, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts in connection with the sale of Portfolio shares other than the information or representations contained in a registration statement, disclosure document and prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Designated Portfolios or their shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust Fund or a FundDesignated Portfolio.
4.7. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the TrustFund’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.8. The Company agrees and acknowledges that the Company has no right, title or interest in the names and marks of the Fund and that all use of any designation comprised in whole or part of such names or marks under this Agreement shall insure to the benefit of the Fund and the Adviser. Except as provided in Section 4.1, the Company shall not use any such names or marks on its own behalf or on behalf of a Separate Account in connection with marketing the Contracts without prior written consent of the Fund and the Adviser. Upon termination of this Agreement for any reason, the Company shall cease all use of any such names or marks. To the extent, if any, that any ownership interest in and to the names and marks of the Fund does not automatically vest in the Fund by virtue of this Agreement, and instead invests in the Company, the Company hereby transfers and assignments to the Fund all right , titles and interest that the Company may have in and to the names and marks of the Fund.
Appears in 2 contracts
Samples: Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (SBL Variable Annuity Account Xiv)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust or its designeeUnderwriter, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) or the Adviser Underwriter is named, at least five (5) Business Days prior to its use. No such material shall be used until approved by the Trust or its designee, Underwriter and the Trust Underwriter will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such materialreceipt. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesTrust, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee, except with the permission of the Trust or its designee.
4.3. The Trust and the Adviser, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is namedCompany or its separate account(s) or Contracts are named at least five (5) Business Days prior to its use. No such material shall be used until approved by the Company, Company and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such materialreceipt. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act)prospectus, or SAI for the Contracts, as such registration statement, prospectus, or prospectus and SAI may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Trust or their its shares, promptly after the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or investment in the AccountTrust under the Contracts, promptly after the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.7. The Company shall provide to For purposes of this Article IV, the Trust and phrase "sales literature or other promotional material" includes, but is not limited to, any of the Adviser any complaints received from the Contract owners pertaining following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a Fund.
4.7. The Trust will provide newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the Company with as much notice as is reasonably practicable public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Separate Account I of Integrity Life Insurance Co), Participation Agreement (Separate Account I of National Integrity Life Ins Co)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Portfolio thereof) or the Adviser or the Fund’s distributor is named. No such material shall be used until approved by the Trust Adviser, the Fund or its designeedesignee (as applicable), and the Trust Fund or Adviser (as applicable) will use its best efforts for it or its designee to review such sales literature or promotional material within five seven (57) Business Days after receipt of such material. Materials not approved or disapproved within five seven (57) Business Days shall be deemed approved. The Trust Adviser, the Fund or its designee (as applicable) reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Portfolio thereof) or the Adviser or the Fund’s distributor is named, and no such material shall be used if the Trust Fund or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Adviser or the Fund or concerning the Trust Fund or the Adviser or the Fund’s distributor in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Adviser, the Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust Fund and the Adviser, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or one of the AccountAccounts, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five seven (57) Business Days after receipt of such material. Materials not approved or disapproved within five seven (57) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is Accounts are named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, the AccountAccounts, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account Accounts which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the Trust Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Portfolios or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the AccountAccounts, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust Fund or a FundPortfolio.
4.7. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any material change in the TrustFund’s registration statementstatement relating to a Portfolio, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly mannerannual updates for such prospectuses.
Appears in 2 contracts
Samples: Participation Agreement (Variable Annuity Account A), Participation Agreement (SBL Variable Annuity Account Xiv)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund Designated Portfolio thereof) or the Adviser Underwriter is named. No such material shall be used until approved by the Trust or its designee, and the Trust will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund Designated Portfolio thereof) or the Adviser Underwriter is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee, except with the permission of the Trust or its designee.
4.3. The Trust and the AdvisertheUnderwriter, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Designated Portfolios or their shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser Underwriter any complaints received from the Contract owners pertaining to the Trust or a FundDesignated Portfolio.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Trust’s 's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable facilitate the Company solicitation of proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Trust will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
Appears in 2 contracts
Samples: Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (SBL Variable Annuity Account Xiv)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Portfolio thereof) or the Adviser is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Portfolio thereof) or the Adviser is named, and no such material shall be used if the Trust Fund or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust Fund or its designee.
4.3. The Trust Fund and the Adviser, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the Trust Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Portfolios or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.regulatory
Appears in 2 contracts
Samples: Participation Agreement (Variable Annuity Account A), Participation Agreement (Variable Annuity Account A)
Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, its Advisers or the Adviser Sponsor is named, at least ten Business Days prior to its use. The Company may use such material in fewer than ten Business Days if it receives the written consent of the Fund or its designee. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) ten Business Days after receipt of such material. Materials not approved In connection with the identification of the Portfolios in any such material, the use of the Sponsor’s name or disapproved within five (5) Business Days identification of the Portfolios shall be deemed approved. The Trust given no greater prominence than any other mutual fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material portfolio selection offered in which the Trust (or a Fund thereof) or the Adviser Variable Insurance Product that is named, and no such material shall be used if the Trust or its designee so objectsa variable annuity.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts Variable Insurance Products other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Sponsor, except with the permission of the Trust Fund or its designeethe Sponsor or the designee of either.
4.3. 4.3 The Trust and the AdviserFund, Sponsor, Distributor or their designee, designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its or an Account is named, and no named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. 4.4 The Trust Fund, the Distributor and the Sponsor shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Variable Insurance Products other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the ContractsVariable Insurance Products, as such registration statement, prospectus, or SAI prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract Variable Insurance Product owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon 4.5 As required where applicable, or otherwise upon request, the Trust Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after the filing of such document(s) each document with the SEC or other regulatory authorities.
4.6. 4.6 Upon request, the Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsprospectuses, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptionsexemption, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts Variable Insurance Products or the each Account, after the filing of such document(s) document with the SEC or other regulatory authorities. .
4.7 The Company and the Fund shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authorities) that relates to the Variable Insurance Products, the Fund or its shares, and the party that was the subject of the examination shall provide to the Trust other party with a copy of relevant portions of any “deficiency letter” or other correspondence or written report regarding any such examination.
4.8 The Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust Sponsor will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Portfolio, and of any material change in the TrustFund’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund and the Sponsor will work cooperate with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner. The Fund and the Sponsor will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.9 For purposes of this Article IV, the phrase “sales literature and other promotional material” includes, but is not limited to, sales literature (i.e., any written communication distributed or made generally available to customers, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published articles), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and prospectuses, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (Variable Annuity Account A)
Sales Material and Information. Section 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust or its designeeDistributor prior to use, each piece of sales literature or other promotional material that the advertising prepared by Company develops and in which the Trust (or a Fund thereof) or the Funds, the Adviser or the Distributor is nameddescribed. No such material shall be used until approved by the Trust or its designee, and the Trust will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall advertising will be used if the Trust or the Adviser reasonably objects to its designee so objectsuse within ten (10) Business Days following receipt by the Adviser and without the prior written approval of the Distributor.
Section 4.2. The Company shall will not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser in connection with the advertising or sale of the Contracts, other than information or representations contained in: (a) the registration statement or Funds' prospectus(es), as may be amended from time to time, (b) reports to shareholders, (c) proxy statements for the Funds or, (d) sales literature or other promotional material approved by the Adviser, or the Distributor.
Section 4.3. Each Fund shall furnish, or shall cause to be furnished, to Company and the Distributor prior to use, each piece of sales literature or advertising prepared by or for the Trust in which Company, the Contracts or Separate Accounts, are described. No sales literature or advertising will be used if Company reasonably objects to its use within ten (10) Business Days following receipt by Company and without prior written approval of the Distributor.
Section 4.4. Neither the Trust, the Distributor nor the Adviser will give any information or make any representations or statements on behalf of Company, the Contracts, or the Separate Accounts or concerning Company, the Contracts or the Separate Accounts, in connection with the advertising or sale of the Contracts or Fund shares, other than the information or representations contained in in: (a) the registration statement or prospectus or SAI for the Trust sharesContracts, as such registration statement and prospectus or SAI may be amended or supplemented from time to timetime (b) reports to shareholders, or in reports or proxy statements for the Trust, or (c) in sales literature or other promotional material approved by the Trust or its designee, except with the permission of the Trust or its designee.
Company under Section 4.3. The Trust Fund and the AdviserAdviser and the Distributor shall comply with all applicable federal and state laws and regulations in connection with any efforts they make, directly, or their designee, shall furnish, or cause to be furnishedindirectly, to promote sales of the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approvedFund's shares.
Section 4.5. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the Trust will provide to the Company Company, upon Company's request, at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reportsreports to shareholders, proxy statements, sales literature and other promotional materials, applications for exemptions, exemptions and requests for no-action letters, and all amendments to any of the aboveamendments, that relate to the Funds or their shares, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authoritiesauthority.
Section 4.6. Upon request, the Company will provide to the Trust Trust, upon the Trust's request, at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, and requests for no-no action letters, and all amendments to any of the aboveamendments, that relate to the Contracts Company or the Account, after Contracts contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fundauthority.
Section 4.7. The Trust will provide For purposes of this Section, the Company with terms, "sales literature", "advertising" or "other promotional material" includes, but is not limited to: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, newspapers, magazines, other periodicals, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, electronic publications, websites, or other public media) (i.e., any written communication distributed or generally made available to customers or the public including electronic and website materials, brochures, circulars, research reports, market letters, e-mail messages, form letters, newsletters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article); educational or training materials or other communications distributed or made generally available to some or all agents or employees; registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials, and any other material change in constituting sales literature or advertising under NASD rules, the Trust’s registration statement1933 Act or the 1940 Act, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly mannerincluding electronic and website materials.
Appears in 2 contracts
Samples: Participation Agreement (Nyliac Variable Annuity Separate Account I), Participation Agreement (Victory Variable Insurance Funds)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, at least five Business Days prior to its use. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) Business Days after receipt of such material. Materials not approved or disapproved within The Company and its agents shall be entitled to use any such materials after five (5) Business Days shall be deemed approved. The Trust following submission to the Underwriter or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and if no such material shall be used if the Trust or its designee so objectscomments have been received.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least five Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within five Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will use its best efforts to provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase “sales literature or other promotional material” includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Guardian Separate Acct N of the Guardian Ins & Annuity Co), Participation Agreement (Guardian Separate Acct N of the Guardian Ins & Annuity Co)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, the Underwriter or the Adviser is named. No such material shall be used until approved by the Trust or its designee, and the Trust will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) at least ten Business Days after receipt of such materialprior to its use. Materials not approved or disapproved within five (5) ten Business Days after receipt shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Portfolio thereof) or the Adviser Underwriter is named, and no such material shall be used if the Trust Fund or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesFund, as such registration statement and prospectus or SAI may from time to time be amended or supplemented from time to timesupplemented, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved provided to the Company by the Trust Fund or its designeedesignee or by the Underwriter, except with the written permission of the Trust Fund or its designeethe Underwriter, pursuant to Section 4.1 hereof.
4.3. The Trust and Company agrees that neither the AdviserFund, the Underwriter nor the Adviser will be responsible for any errors or omissions in communications prepared for Contract owners except to the extent that the error or omission resulted from information provided by or on behalf of the Underwriter or the Fund. In no event shall the Fund, any portfolio of the Fund, the shareholders of any such portfolio or any officers or trustees of the Fund have any liability or responsibility with respect to any sales literature or promotional material.
4.4. The Fund, the Underwriter or their designee, designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, Company and/or the Accountits separate account(s), is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) named at least ten Business Days after receipt of such materialprior to its use. Materials not approved or disapproved within five (5) ten Business Days after receipt shall be deemed approved. The Company or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company Fund or its designee so objects.
4.44.5. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may from time to time be amended or supplemented from time to timesupplemented, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.54.6. Upon request, the Trust Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to any of the Funds Portfolios or their shares, after promptly following the filing of such document(s) document with the SEC or other regulatory authorities.
4.64.7. Upon request, the Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after promptly following the filing of such document(s) document with the SEC or other regulatory authorities. The Company shall provide ; and, if a Contract and its associated Account are exempt from registration, the equivalents to the Trust and above.
4.8. For purposes of this Agreement, the Adviser phrase “sales literature or other promotional material” includes, but is not limited to, any complaints received from of the Contract owners pertaining following that refer to the Trust Fund or any affiliate of the Fund: advertisements (such as material published or designed for use in a Fund.
4.7. The Trust will provide newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape or electronic display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the Company with as much notice as is reasonably practicable public, including brochures, circulars, research reports, market letters, reprints or excerpts of any other advertisement, sales literature or published article), and any other material change in constituting sales literature or advertising under the Trust’s registration statementNational Association of Securities Dealers, particularly any change resulting in a change to Inc. or FINRA rules, the registration statement 1940 Act or prospectus for any Accountthe 1933 Act. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 2 contracts
Samples: Participation Agreement (Variable Annuity Account A), Participation Agreement (SBL Variable Annuity Account Xiv)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust will use its best efforts for it . The Fund or its designee will be deemed to review have approved such sales literature or promotional material unless the Fund or its designee objects or provides comments to the Company within five ten (510) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named, and no such material shall be used if the Trust Fund or its designee so objectsobject.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund or the Adviser or the Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or profiles or prospectus or SAI for the Trust Fund shares, as such registration statement and profiles and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. The Trust Adviser, the Fund and the AdviserUnderwriter, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the its Account, is named. No such material shall be used until approved by the Company, and the . The Company will use its best efforts be deemed to review have approved such sales literature or promotional material unless the Company objects or provides comments to the Fund, the Adviser, the Underwriter, or their designee within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, statement and prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, profiles, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser Underwriter any complaints received from the Contract owners pertaining to the Trust Fund or a Fundthe Designated Portfolio.
4.7. The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.8. For purposes of this Article IV, the phrase "sales literature and other promotional materials" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, SAIs, shareholder reports, proxy materials, and any other communications distributed or made generally available with regard to the Fund.
Appears in 2 contracts
Samples: Participation Agreement (Merrill Lynch Life Variable Annuity Separate Account D), Participation Agreement (Ml of New York Variable Annuity Separate Account D)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) or the Adviser is named. No such material shall be used until approved by the Trust or its designee, and the Trust will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser investment adviser is named, and no at least twenty Business Days prior to its use. No such material shall be used if the Trust or its designee so objectsreasonably objects to such use within ten Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designeedesignee or by the Adviser, except with the permission of the Trust or its designeethe Adviser or the designee of either.
4.3. The Trust and the Trust, Adviser, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named at least twenty Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. The Trust and the Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Trust or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, after contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities.
4.7. The Company shall provide to For purposes of this Article IV, the Trust and phrase "sales literature or other promotional material" includes, but is not limited to, any of the Adviser any complaints received from the Contract owners pertaining following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a Fund.
4.7. The Trust will provide newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e., any written communication distributed or made generally available to customers or the Company with as much notice as is reasonably practicable public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (WRL Series Life Corporate Account), Participation Agreement (Transamerica Corporate Separate Account Sixteen)
Sales Material and Information. 4.1. 5.1 The Company shall will furnish, or shall will cause to be furnished, to the Trust Fund or its designeethe Adviser, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) or the Adviser is named, at least ten (10) Business Days prior to its use. No such material shall will be used until approved by if the Trust Fund or its designee, and the Trust will Adviser reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. 5.2 The Company shall will not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or statement, prospectus or SAI for the Trust Fund shares, as such registration statement statement, prospectus and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in published reports for the Fund which are in the public domain or approved by the Fund or the Adviser for distribution, or in sales literature or other promotional material approved provided by the Trust Fund or its designee, except with the permission of the Trust or its designee.
4.3. The Trust and by the Adviser, or their designeethe designee of either, shall except with permission of the Fund or the Adviser. The Fund and the Adviser agree to respond to any request for approval on a prompt and timely basis.
5.3 The Fund or the Adviser will furnish, or will cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, Company or its separate account is named, at least ten (10) Business Days prior to its use. No such material shall will be used until approved by the Company, and if the Company will reasonably objects to such use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. 5.4 The Trust shall Fund and the Adviser will not give any information or make any representations or statements on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or prospectus and SAI may be amended or supplemented from time to time, or in published reports for each Account or the Account Contracts which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved provided by the CompanyCompany or its designee, except with the permission of the Company. The Company agrees to respond to any request for approval on a prompt and timely basis.
4.5. Upon request, the Trust 5.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, promptly after the filing of each such document(s) document with the SEC Commission or other regulatory authoritiesthe NASD.
4.6. Upon request, the 5.6 The Company will provide to the Trust Fund at least one complete copy of all registration statementsdefinitive prospectuses, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsdefinitive SAI, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the each Account, promptly after the filing of each such document(s) document with the SEC Commission or the NASD (except that with respect to post-effective amendments to such prospectuses and SAIs and sales literature and promotional material, only those prospectuses and SAIs and sales literature and promotional material that relate to or refer to the Fund will be provided). In addition, the Company will provide to the Fund at least one complete copy of (i) a registration statement that relates to the Contracts or each Account, containing representative and relevant disclosure concerning the Fund; and (ii) any post-effective amendments to any registration statements relating to the Contracts or such Account that refer to or relate to the Fund.
5.7 For purposes of this Article V, the phrase "sales literature or other regulatory authoritiespromotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, (i.e., on-line networks such as the Internet or other electronic messages)), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, registration statements, prospectuses, SAIs, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under the NASD rules, the 1933 Act or the 1000 Xxx.
5.8 The Fund, the Adviser and the Distributor hereby consent to the Company's use of the names of INVESCO, AMVESCAP and INVESCO Funds Group, Inc. as well as the names of the Designated Portfolios set forth in Schedule B of this Agreement, in connection with marketing the Contracts, subject to the terms of this Agreement. The Company shall provide acknowledges and agrees that Adviser and Distributor and/or their affiliates own all right, title and interest in and to the Trust name INVESCO and the INVESCO open circle design, and covenants not, at any time, to challenge the rights of Adviser any complaints received from and Distributor and/or their affiliates to such name or design, or the Contract owners pertaining validity or distinctiveness thereof. The Fund, the Adviser and the Distributor hereby consent to the Trust use of any trademark, trade name, service mxxx or logo used by the Fund, the Adviser and the Distributor, subject to the Fund's, the Adviser's and/or the Distributor's approval of such use and in accordance with reasonable requirements of the Fund, the Adviser or the Distributor. Such consent will terminate with the termination of this Agreement. Adviser or Distributor may withdraw this consent as to any particular use of any such name or identifying marks at any time (i) upon Adviser's or Distributor's reasonable determination that such use would have a material adverse effect on the reputation or marketing efforts of Adviser, Distributor or the Fund or (ii) if no investment company, or series or class of shares of any investment company advised by Adviser or distributed by Distributor continues to be offered through variable insurance contracts issued by the Company; provided however, that Adviser or Distributor may, in either's individual discretion, continue to use materials prepared or printed prior to the withdrawal of such authorization. The Company agrees and acknowledges that all use of any designation comprised in whole or in part of the name, trademark, trade name, service mxxx and logo under this Agreement shall inure to the benefit of the Fund, Adviser and/or the Distributor.
5.9 The Fund, the Adviser, the Distributor and the Company agree to adopt and implement procedures reasonably designed to ensure that information concerning the Company, the Fund, the Adviser or the Distributor, respectively, and their respective affiliated companies, that is intended for use only by brokers or agents selling the Contracts is properly marked as "Not For Use With The Public" (or a Fundcomparable marking) and that such information is only so used.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner.
Appears in 2 contracts
Samples: Fund Participation Agreement (Aul American Individual Variable Life Unit Trust), Fund Participation Agreement (Aul American Individual Variable Annuity Unit Trust)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund Portfolio thereof) or the Adviser is named. No such material shall be used until approved by the Trust or its designee, and the Trust will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund Portfolio thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust Trust, a Portfolio or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Portfolio shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for a Portfolio or the Trust, or in sales literature or other promotional material approved by the Trust or its designee, except with the permission of the Trust or its designee.
4.3. The Trust and the Adviser, or their designee, shall furnish, or cause to be furnished, to the Company, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. The Trust shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Company, except with the permission of the Company.
4.5. Upon request, the Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Portfolios or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a FundPortfolio.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any material change in the Trust’s registration statementstatement pertaining to a Portfolio, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner. The Trust will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such Portfolio prospectuses.
Appears in 2 contracts
Samples: Participation Agreement (Variable Annuity Account A), Participation Agreement (SBL Variable Annuity Account Xiv)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that prepared by the Company, AGSI or any person contracting with the Company develops and or AGSI in which the Trust (or a Fund thereof) or the Adviser Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used until approved by if the Trust Fund, an Adviser, or its designee, and the Trust will their designee reasonably objects to such use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Neither the Company, AGSI nor any person contracting with the Company or AGSI shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesFund Prospectus, as such registration statement and prospectus or SAI Fund Prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee, except with the permission of the Trust or its designeeFund.
4.3. The Trust and the Adviser, Fund or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved prepared by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material Fund in which the Company and/or or its Account is named, and no Account(s) are named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. The Trust Neither the Fund nor the Advisers shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI statement and prospectus may be amended or supplemented from time to time, or in published reports or solicitations for the voting instructions for each Account which are in the public domain or approved by the Company for distribution to Contract ownersParticipants, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsstatements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts investment in an Account or the Account, after Contract contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, any of the following: advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerstatements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (American General Life Insurance Co of New York Separ Acct E), Participation Agreement (American General Life Insurance Co of New York Separ Acct E)
Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (Fund or a Fund thereof) its investment adviser or the Adviser Underwriter is named, concurrent with its submission to the NASD. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee makes a material objection to review such sales literature or promotional material use within five (5) three Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust or its designee, except with the permission of the Trust or its designee.the
4.3. The Trust and the AdviserFund, Underwriter, or their designee, its designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account separate account(s), is named, and no named concurrent with its submission to the NASD. No such material shall be used if the Company so objectsor its designee makes a material objection to such use within three Business Days after receipt of such material.
4.4. The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts other than the information or representations contained in a registration statement, statement or prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI and prospectus may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsStatements of Additional Information, reports, proxy statements, sales literature and other promotional materialsmaterials originated by the Fund or Underwriter, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) document with the SEC Securities and Exchange Commission or other regulatory authorities.
4.6. Upon request, the The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandumprospectuses, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsStatements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, materials applications for exemptions, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.to
4.7. The Trust will provide For purposes of this Article IV, the Company with phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as much notice as is reasonably practicable material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboard, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any material change in the Trust’s other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statementstatements, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statementprospectuses, in an orderly mannerStatements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Samples: Participation Agreement (Ameritas Variable Separate Account Va), Participation Agreement (Ameritas Variable Life Insurance Co Separate Account V)
Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, at least fifteen business days prior to first use, each piece of sales literature or other promotional material that the Company develops and in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named. No such material shall be used until approved by the Trust Fund or its designee, and the Trust Fund will use its best efforts for it or its designee to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust Fund (or a Fund Designated Portfolio thereof) or the Adviser or the Underwriter is named, and no such material shall be used if the Trust Fund or its designee so objectsobject.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Underwriter, except with the permission of the Trust Fund or its designeethe Underwriter or the designee of either.
4.3. 4.3 The Trust Fund and the AdviserUnderwriter, or their designee, shall furnish, or shall cause to be be, furnished, to the Company, at least fifteen business days prior to first use, each piece of sales literature or other promotional material that it develops and in which the Company, and/or its Account, or the AccountContracts, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account Account, or the Contracts, is named, and no such material shall be used if the Company so objects.
4.4. 4.4 The Trust Fund and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, the Account, or the Contracts other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust 4.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after contemporaneously with the filing of such document(s) with the SEC or other regulatory authorities. The Fund will provide to the Company any complaints received that pertain to the Company, the Account, or the Contracts.
4.6. Upon request, the 4.6 The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, after contemporaneously with the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust Fund and the Adviser Underwriter any complaints received from the Contract owners pertaining to the Trust Fund or a Fundthe Designated Portfolio.
4.7. 4.7 The Trust Fund will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Trust’s Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust Fund will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.8 For purposes of this Article IV, the phrase "sales literature and other promotional materials" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), and sales literature (i.e., any written or electronic communication distributed or made generally available to customers or the public, including brochures, circulars, reports, market letters, form letters, telemarketing scripts, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), distributed or made generally available to customers or to the public, educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, SAIs, shareholder reports, proxy materials, and any other communications distributed or made generally available with regard to the Fund.
Appears in 1 contract
Samples: Participation Agreement (First Eagle Overseas Variable Fund)
Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Trust Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the Trust (or a Fund thereof) Fund, its Advisers or the Adviser Sponsor is named, at least five Business Days prior to its use. The Company may use such material in fewer than ten Business Days if it receives the written consent of the Fund or its designee. No such material shall be used until approved by if the Trust or its designee, and the Trust will use its best efforts for it Fund or its designee reasonably objects to review such sales literature or promotional material use within five (5) ten Business Days after receipt of such material. Materials not approved In connection with the identification of the Portfolios in any such material, the use of the Sponsor’s name or disapproved within five (5) Business Days identification of the Portfolios shall be deemed approved. The Trust given no greater prominence than any other mutual fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material portfolio selection offered in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objectsVariable Insurance Product.
4.2. 4.2 The Company shall not give any information infomation or make any representations or statements on behalf of the Trust Fund or concerning the Trust or the Adviser Fund in connection with the sale of the Contracts Variable Insurance Products other than the information or representations contained in the registration statement or prospectus or SAI for the Trust Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designeedesignee or by the Sponsor, except with the permission of the Trust Fund or its designeethe Sponsor or the designee of either.
4.3. 4.3 The Trust and the AdviserFund, Sponsor, Distributor or their designee, designee shall furnish, or shall cause to be furnished, to the CompanyCompany or its designee, each piece of sales literature or other promotional material that it develops and in which the Company, and/or the Account, is named. No such material shall be used until approved by the Company, and the Company will use its best efforts to review such sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its or an Account is named, and no named at least ten Business Days prior to its use. No such material shall be used if the Company so objectsor its designee reasonably objects to such use within ten Business Days after receipt of such material.
4.4. 4.4 The Trust Fund, the Distributor and the Sponsor shall not give any information or make any representations on behalf of the Company or concerning the Company, the each Account, or the Contracts Variable Insurance Products other than the information or representations contained in a registration statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), or SAI PPM for the ContractsVariable Insurance Products, as such registration statement, prospectus, or SAI PPM may be amended or supplemented from time to time, or in published reports for the each Account which are in the public domain or approved by the Company for distribution to Contract contract owners, or in sales literature or other promotional material approved by the CompanyCompany or its designee, except with the permission of the Company.
4.5. Upon request, the Trust 4.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIsstatements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds Fund or their its shares, after prior to or contemporaneously with the filing of such document(s) each document with the SEC or other regulatory authorities.
4.6. Upon request, the 4.6 The Company will provide to the Trust Fund at least one complete copy of all registration statements, prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIsPPMs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptionsexemption, requests for no-no action letters, and all amendments to any of the above, that relate to the Contracts Variable Insurance Products or the each Account, after prior to or contemporaneously with the filing of such document(s) document with the SEC or other regulatory authorities. , or, in the case of a PPM, at least three Business Days before any sales are made by use of the relevant PPM.
4.7 The Company and the Fund shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authorities) that relates to the Variable Insurance Products, the Fund or its shares, and the party that was the subject of the examination shall provide to the Trust other party with a copy of relevant portions of any “deficiency letter” or other correspondence or written report regarding any such examination.
4.8 The Fund and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust Sponsor will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Portfolio, and of any material change in the TrustFund’s registration statement, particularly any change resulting in a change to the registration statement or prospectus PPM for any Account. The Trust Fund and the Sponsor will work cooperate with the Company so as to enable the Company to solicit voting instructions from owners of Variable Insurance Products, to the extent a solicitation is required by applicable law, or to make changes to its prospectus or registration statement, PPM in an a orderly manner.
4.9 For purposes of this Article IV, the phrase “sales literature and other promotional material” is subject to applicable laws and regulations governing the private placement of securities, particularly the prohibition against making a general solicitation. The phrase includes, but is not limited to, sales literature (i.e., any written communication distributed or made generally available to customers, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published articles), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and PPMs, shareholder reports, and proxy materials.
Appears in 1 contract
Samples: Participation Agreement (CMFG Variable Annuity Account)