Services of Distributor a. Distributor shall, as agreed upon by the parties from time to time, provide or procure certain services or incur certain expenses relating to the Service Class shares of the Funds for activities primarily intended to sell Contracts offering Service Class shares. These services or expenses may include, among other things: the printing of Fund prospectuses and reports used for sales purposes; preparing and distributing sales literature and related expenses; advertisements; education of Contract owners or broker-dealers and their representatives; other distribution-related expenses; services fees as defined under NASD rules; and payments for furnishing personal services or such other enhanced services as the Trust or Contracts may require or maintaining customer accounts and records.
Services of Distributor. (a) The Distributor will act as agent for the distribution of Series Fund shares in accordance with the prospectus and Statement of Additional Information (collectively, the "Prospectus") of the Series Fund. The Distributor shall not be obligated to make any payment to any entity in connection with such distribution activities nor obligated to offer any such shares to the public.
Services of Distributor a. Distributor shall, as agreed upon by the parties from time to time, provide or procure certain services or incur certain expenses relating to the Service Class shares of the Funds for activities primarily intended to sell Service Class shares. These services or expenses may include, among other things: the printing of Fund prospectuses and reports used for sales purposes; preparing and distributing sales literature and related expenses; advertisements; education of shareholders or broker-dealers and their representatives; other distribution-related expenses; services fees as defined under FINRA rules; and payments for furnishing personal services or such other enhanced services as the Trust may require or maintaining customer accounts and records.
Services of Distributor. The Distributor hereby accepts appointment as agent for the distribution of the Shares and agrees that it will use its best efforts with reasonable promptness to sell such part of the authorized Shares remaining unissued as from time to time shall be effectively registered under the Securities Act of 1933 ("Securities Act"), at prices determined as hereinafter provided and on terms hereinafter set forth, all subject to applicable federal and state laws and regulations and to the Certificate of Trust and Bylaws of the Trust.
Services of Distributor. In addition to the obligations set forth herein and any attachment hereto, Distributor agrees: (a) to use its good faith efforts (in its reasonable discretion) during the entire Term (as defined herein) to have all relevant sales personnel sell the Products to the Customers using sales materials that have been pre-approved in writing by Company in each instance; (b) that it shall not knowingly make any inaccurate, misleading, disparaging, incomplete and/or unauthorized statements concerning Company or any of Company's products or services, including the Products; (c) to use commercially reasonable efforts to manage the Customer relationship, including, by facilitating payment by Customers for all Products sold by Distributor hereunder, by serving as an initial point of contact for any Customer service issues, and by obtaining additional sales from Customers, all pursuant to the terms hereof; and (d) maintain, and provide to Company on a timely basis after each month end close, during the Term, a report (“Monthly Report”) stating the following information regarding the month just ended: (i) all of Distributor's sales of Products; and (ii) any other information reasonably requested by Company in writing to be included in such Monthly Report. Distributor shall work in good faith with Company to create non-binding sales estimates and projections on a schedule to be mutually agreed. In order to effectuate the provision of services hereunder by Distributor, within ninety (90) days of the Effective Date, Distributor agrees that it shall designate (or newly hire) one full-time employee from sales and one full-time employee from operations who will be primarily dedicated to facilitating the distribution of Company Products hereunder. It is understood by the parties that, notwithstanding any provision herein to the contrary, sales and distribution of the Products shall be driven by customer interest and Distributor shall not be subject to claims or penalties if Distributor does not succeed in selling the Products. For the avoidance of doubt and notwithstanding any services and materials provided by Distributor hereunder, Company (and not Distributor) shall be and remain fully responsible for the accuracy, completeness, legality and propriety of the Products, the promotion, sale and resale of the Products and all information and materials concerning its Products, organization, and services, and nothing herein shall be interpreted to the contrary. Furthermore, Company...
