Services of Distributor Sample Clauses

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. b. The Distributor may, at its own expense, subcontract with any entity or person concerning the provision of the services contemplated hereunder. c. Distributor will furnish to the Trust or its designee such information as the Trust may reasonably request, and will otherwise cooperate with the Trust in preparation of reports to the Trust's Board of Trustees concerning this Agreement, as well as any other reports or filings that may be required by law.
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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. (b) The Distributor will act as principal underwriter and distributor of Series Fund shares in compliance with all applicable laws, rules, and regulations, including, without limitation, all rules and regulations made or adopted from time to time by the Securities and Exchange Commission (the “SEC”) and the NASD. (c) The Series Fund agrees to make its shares available on those days on which the Series Fund calculates its net asset value pursuant to SEC rules. Notwithstanding the foregoing, the Series Fund may refuse to sell shares of any Fund to any person, or suspend or terminate the offering of shares of any Fund if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board of Directors of the Series Fund acting in good faith and in light of their fiduciary duties, necessary or in the best interests of the shareholders of such Fund. The Series Fund agrees to notify the Distributor if and when it has determined to refuse to sell shares of any Fund. The right to redeem shares or to receive payment with respect to any redemption may be suspended only in accordance with SEC rules.
Sample 1Sample 2See All (4)
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. b. The Distributor may, at its own expense, subcontract with any entity or person concerning the provision of the services contemplated hereunder. c. Distributor will furnish to the Trust or its designee such information as the Trust may reasonably request, and will otherwise cooperate with the Trust in preparation of LFD & Lincoln Advisors Trust reports to the Trust's Board of Trustees concerning this Agreement, as well as any other reports or filings that may be required by law.
Sample 1
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...
Sample 1
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 ______ or Contracts may require or maintaining customer accounts and records. b. The Distributor may, at its own expense, subcontract with any entity or person concerning the provision of the services contemplated hereunder. c. Distributor will furnish to the ______ or its designee such information as the ______ may reasonably request, and will otherwise cooperate with the ______ in preparation of reports to the ______'s Board of ______ concerning this Agreement, as well as any other reports or filings that may be required by law.
Sample 1
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.
Sample 1
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. (c) The Series Fund agrees to make its shares available on those days on which the Series Fund calculates its net asset value pursuant to SEC rules. Notwithstanding the foregoing, the Series Fund may refuse to sell shares of any Fund to any person, or suspend or terminate the offering of shares of any Fund if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board of Directors of the Series Fund acting in good faith and in light of their fiduciary duties, necessary or in the best interests of the shareholders of such Fund. The Series Fund agrees to notify the Distributor if and when it has determined to refuse to sell shares of any Fund. The right to redeem shares or to receive payment with respect to any redemption may be suspended only in accordance with SEC rules.
Sample 1
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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 Class A shares of the Funds for activities primarily intended to offer Class A 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 FINRA rules; and payments for furnishing personal services or such other enhanced services as the Trust may require or maintaining customer accounts and records. b. The Distributor may, at its own expense, subcontract with any entity or person concerning the provision of the services contemplated hereunder. c. Distributor will furnish to the Trust or its designee such information as the Trust may reasonably request, and will otherwise cooperate with the Trust in preparation of reports to the Trust’s Board of Trustees concerning this Agreement, as well as any other reports or filings that may be required by law.
Sample 1

Related to Services of Distributor

  • Duties of Distributor You agree that: (a) Neither you nor any of your officers will take any long or short position in the Shares, but this provision shall not prevent you or your officers from acquiring Shares for investment purposes only; (b) You shall furnish to the Fund any pertinent information required to be inserted with respect to you as General Distributor within the purview of the Securities Act of 1933 in any reports or registration required to be filed with any governmental authority; and (c) You will not make any representations inconsistent with the information contained in the current Prospectus and/or SAI. (d) You shall maintain such records as may be reasonably required for the Fund or its transfer or shareholder servicing agent to respond to shareholder requests or complaints, and to permit the Fund to maintain proper accounting records, and you shall make such records available to the Fund and its transfer agent or shareholder servicing agent upon request. (e) In performing under this Agreement, you shall comply with all requirements of the Fund’s current Prospectus and/or SAI and all applicable laws, rules and regulations with respect to the purchase, sale and distribution of Shares.

  • Products and Services General Information

  • Pricing Services Chase may use any pricing service referred to in an applicable MSLA and any other recognized pricing service (including itself and any of its affiliates) in order to perform its valuation responsibilities with respect to Securities, Collateral and Authorized Investments, and Lender shall hold Chase harmless from and against any loss or damage suffered or incurred as a result of errors or omissions of any such pricing service.

  • Services Offered Exhibit I hereto lists and describes all of the services that are available from DRS. DRS hereby offers to supply those services to the Company. Such services are and will be provided to the Company only at the request of the Company.

  • Services as Distributor 1.1 You will act as agent for the distribution of Shares covered by, and in accordance with, the registration statement and prospectus then in effect under the Securities Act of 1933, as amended, and will transmit promptly any orders received by you for purchase or redemption of Shares to the Transfer and Dividend Disbursing Agent for the Fund of which the Fund has notified you in writing. 1.2 You agree to use your best efforts to solicit orders for the sale of Shares. It is contemplated that you will enter into sales or servicing agreements with securities dealers, financial institutions and other industry professionals, such as investment advisers, accountants and estate planning firms, and in so doing you will act only on your own behalf as principal. 1.3 You shall act as distributor of Shares in compliance with all applicable laws, rules and regulations, including, without limitation, all rules and regulations made or adopted pursuant to the Investment Company Act of 1940, as amended, by the Securities and Exchange Commission or any securities association registered under the Securities Exchange Act of 1934, as amended. 1.4 Whenever in their judgment such action is warranted by market, economic or political conditions, or by abnormal circumstances of any kind, the Fund's officers may decline to accept any orders for, or make any sales of, any Shares until such time as they deem it advisable to accept such orders and to make such sales and the Fund shall advise you promptly of such determination. 1.5 The Fund agrees to pay all costs and expenses in connection with the registration of Shares under the Securities Act of 1933, as amended, and all expenses in connection with maintaining facilities for the issue and transfer of Shares and for supplying information, prices and other data to be furnished by the Fund hereunder, and all expenses in connection with the preparation and printing of the Fund's prospectuses and statements of additional information for regulatory purposes and for distribution to shareholders; provided, however, that nothing contained herein shall be deemed to require the Fund to pay any of the costs of advertising the sale of Shares. 1.6 The Fund agrees to execute any and all documents and to furnish any and all information and otherwise to take all actions which may be reasonably necessary in the discretion of the Fund's officers in connection with the qualification of Shares for sale in such states as you may designate to the Fund and the Fund may approve, and the Fund agrees to pay all expenses which may be incurred in connection with such qualification. You shall pay all expenses connected with your own qualification as a dealer under state or Federal laws and, except as otherwise specifically provided in this agreement, all other expenses incurred by you in connection with the sale of Shares as contemplated in this agreement. 1.7 The Fund shall furnish you from time to time, for use in connection with the sale of Shares, such information with respect to the Fund or any relevant Series and the Shares as you may reasonably request, all of which shall be signed by one or more of the Fund's duly authorized officers; and the Fund warrants that the statements contained in any such information, when so signed by the Fund's officers, shall be true and correct. The Fund also shall furnish you upon request with: (a) semi-annual reports and annual audited reports of the Fund's books and accounts made by independent public accountants regularly retained by the Fund, (b) quarterly earnings statements prepared by the Fund, (c) a monthly itemized list of the securities in the Fund's or, if applicable, each Series' portfolio, (d) monthly balance sheets as soon as practicable after the end of each month, and (e) from time to time such additional information regarding the Fund's financial condition as you may reasonably request. 1.8 The Fund represents to you that all registration statements and prospectuses filed by the Fund with the Securities and Exchange Commission under the Securities Act of 1933, as amended, and under the Investment Company Act of 1940, as amended, with respect to the Shares have been carefully prepared in conformity with the requirements of said Acts and rules and regulations of the Securities and Exchange Commission thereunder. As used in this agreement the terms "registration statement" and "prospectus" shall mean any registration statement and prospectus, including the statement of additional information incorporated by reference therein, filed with the Securities and Exchange Commission and any amendments and supplements thereto which at any time shall have been filed with said Commission. The Fund represents and warrants to you that any registration statement and prospectus, when such registration statement becomes effective, will contain all statements required to be stated therein in conformity with said Acts and the rules and regulations of said Commission; that all statements of fact contained in any such registration statement and prospectus will be true and correct when such registration statement becomes effective; and that neither any registration statement nor any prospectus when such registration statement becomes effective will include an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. The Fund may but shall not be obligated to propose from time to time such amendment or amendments to any registration statement and such supplement or supplements to any prospectus as, in the light of future developments, may, in the opinion of the Fund's counsel, be necessary or advisable. If the Fund shall not propose such amendment or amendments and/or supplement or supplements within fifteen days after receipt by the Fund of a written request from you to do so, you may, at your option, terminate this agreement or decline to make offers of the Fund's securities until such amendments are made. The Fund shall not file any amendment to any registration statement or supplement to any prospectus without giving you reasonable notice thereof in advance; provided, however, that nothing contained in this agreement shall in any way limit the Fund's right to file at any time such amendments to any registration statement and/or supplements to any prospectus, of whatever character, as the Fund may deem advisable, such right being in all respects absolute and unconditional.

  • Services of Sub-Adviser Subject to the oversight and supervision of Adviser and the Fund’s Board of Trustees, Sub-Adviser will supervise certain day-to-day operations of the Portfolio and perform the following services: (i) act as investment adviser for and manage the investment and reinvestment of those assets of the Portfolio as Adviser may from time to time request and in connection therewith have complete discretion in purchasing and selling such securities and other assets for the Portfolio and in voting, exercising consents and exercising all other rights appertaining to such securities and other assets on behalf of the Portfolio; (ii) provide investment research and credit analysis concerning the Portfolio’s fixed-income investments; (iii) assist Adviser in determining what portion of the Portfolio’s assets will be invested in cash and cash equivalents and money market instruments; (iv) place orders for all purchases and sales of fixed-income investments, other than short-term cash equivalents made for the Portfolio; and (v) maintain the books and records as are required to support Fund operations (in conjunction with record-keeping and accounting functions performed by Adviser). At the request of Adviser, Sub-Adviser will also, subject to the oversight and supervision of Adviser and the direction and control of the Fund’s Board of Trustees, provide to Adviser or the Fund any of the facilities and equipment and perform any of the services described in Section 4 of the Advisory Agreement. In addition, Sub-Adviser will keep the Fund and Adviser informed of developments materially affecting the Portfolio and shall, on its own initiative, furnish to the Fund from time to time whatever information Sub-Adviser believes appropriate for this purpose. Sub-Adviser will periodically communicate to Adviser, at such times as Adviser may direct, information concerning the purchase and sale of securities for the Portfolio, including (i) the name of the issuer, (ii) the amount of the purchase or sale, (iii) the name of the broker or dealer, if any, through which the purchase or sale will be effected, (iv) the CUSIP number of the instrument, if any, and (v) such other information as Adviser may reasonably require for purposes of fulfilling its obligations to the Fund under the Advisory Agreement. Sub-Adviser will provide the services rendered by it under this Agreement in accordance with the Portfolio’s investment objective, policies and restrictions as stated in the Portfolio’s prospectus and statement of additional information (as currently in effect and as they may be amended or supplemented from time to time), and the resolutions of the Fund’s Board of Trustees.

  • Services of the Adviser The Adviser represents and warrants that it is registered as an investment adviser under the Investment Advisers Act of 1940, as amended (“Advisers Act”) and will maintain such registration for so long as required by applicable law. Subject to the general supervision of the Board of Directors of the Company, the Adviser shall provide the following advisory, management, and other services with respect to the Series: (a) Provide general investment advice and guidance with respect to the Series and provide advice and guidance to the Company’s Directors, and oversee the management of the investments of the Series and the composition of each Series’ portfolio of securities and investments, including cash, and the purchase, retention and disposition thereof, in accordance with each Series’ investment objective or objectives and policies as stated in the Company’s registration statement, as may be supplemented or amended from time to time (the “Registration Statement”), which management may be provided by others selected by the Adviser and approved by the Board of Directors as provided below or directly by the Adviser as provided in Section 3 of this Agreement; (b) Render to the Board of Directors of the Company such periodic and special reports as the Board of Directors may reasonably request; and (c) Make available its officers and employees to the Board of Directors and officers of the Company for consultation and discussions regarding the administration and management of the Series and services provided to the Company under this Agreement.

  • Services of Subadviser In providing management services to the Designated Series, the Subadviser shall be subject to the investment objectives, policies and restrictions of the Fund as they apply to the Designated Series and as set forth in the Fund’s then current prospectus (“Prospectus”) and statement of additional information (“Statement of Additional Information”) filed with the Securities and Exchange Commission (the “SEC”) as part of the Fund’s Registration Statement, as may be periodically amended and provided to the Subadviser by the Adviser, and to the investment restrictions set forth in the Act and the Rules thereunder, to the supervision and control of the Trustees of the Fund (the “Trustees”), and to instructions from the Adviser. The Subadviser shall not, without the Fund’s prior written approval, effect any transactions that would cause the Designated Series at the time of the transaction to be out of compliance with any of such restrictions or policies.

  • Other Products and Services As our customer, you have access to a suite of financial products and services availed by ourselves, our affiliates and strategic partners designed to help you address and achieve your financial needs and goals. You agree that you can obtain information about such Products and Services via our website xxx.xxxxxxxx.xxx.xx and you further agree that we can from time to time communicate information in relation to such Products or Services to you specifically or generally to all cardmembers via such communication mode as we consider appropriate.

  • Appointment of Distributor The Client hereby appoints the Distributor as its exclusive agent for the sale and distribution of Shares of the Funds, on the terms and conditions set forth in this Agreement, and the Distributor hereby accepts such exclusive appointment and agrees to perform the services and duties set forth in this Agreement.

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