Solicitation Activities. All solicitation and sales activities engaged in by Distributor and its Representatives with respect to the Funds shall be in compliance with all applicable federal and state securities laws and regulations, as well as all compliance manuals provided by the Distributor. In particular, without limiting the generality of the foregoing:
(1) Distributor shall train, supervise and be solely responsible for the conduct of Representatives in their solicitation of Applications and in their distribution of the Funds, and shall supervise their compliance with, applicable rules and regulations of any securities regulatory agencies that have jurisdiction over the Trust’s or the Distributor’s securities activities.
(2) Neither Distributor nor any Representative shall offer, attempt to offer, or solicit Applications for Funds in any state or other jurisdiction unless the Trust has notified Distributor that such Funds may lawfully be sold or offered for sale in such state, and has not subsequently revised such notice.
(3) Neither Distributor nor any Representative shall give any information or make any representation in regard to any Fund in connection with the offer or sale of such Fund that is not in accordance with the Prospectus for such Fund, or in the then-currently effective prospectus or statement of additional information for a Fund, or in current advertising materials for such Fund.
(4) All Fund purchase payments made by check or money order that are collected by Distributor or any of its Representatives shall be remitted promptly, and in any event within one business days after receipt in full, together with any Applications, forms and any other required documentation, to the transfer agent of the Trust. Checks or money orders in payment of Fund purchases shall be drawn to the order of “State Farm Mutual Funds.” If any Fund purchase payment is held at any time by Distributor, Distributor shall hold such payment as an agent of the Trust and such payment shall be remitted promptly, and in any event within one business days, to the transfer agent of the Trust. Distributor acknowledges that all such Fund purchase payments, whether by check, money order or wire, shall be the property of the Trust. Distributor acknowledges that the Trust shall have the unconditional right to reject, in whole or in part, any Application or Fund purchase payment.
Solicitation Activities. As an independent contractor, Representative has the right to determine the method, manner, time and place of performing his or her solicitation activities under this Agreement. However, to satisfy applicable statutes, rules and regulations, Representative will fully disclose to prospective purchasers all material facts relating to the purchase or sale of any securities products or services, including delivering a current prospectus or offering circular relating to the security to be purchased if one is then in effect. Representative acknowledges that he or she is prohibited by law from making any untrue statement relating to any securities product or service and shall fully explain the terms of any contractual arrangements relating to the purchase or sale of any securities product or service to the prospective seller or purchaser. At all times while this Agreement is in effect, Representative shall refrain from selling securities products or services of any kind that are not approved by the Company.
Solicitation Activities. All solicitation and sales activities ------------------------ engaged in by Distributor and its Representatives with respect to the Contracts shall be in compliance with all applicable federal and state securities laws and regulations, as well as all applicable insurance laws and regulations, and compliance manuals provided by State Farm. In particular, without limiting the generality of the foregoing:
(1) Distributor shall train, supervise and be solely responsible for the conduct of Representatives in their solicitation of applications and Premiums and distribution of the Contracts under, and shall supervise their compliance with, applicable rules and regulations of any securities regulatory agencies that have jurisdiction over variable insurance product activities.
(2) Neither Distributor nor any Representative shall offer, attempt to offer, or solicit Applications for, the Contracts or deliver the Contracts, in any state or other jurisdiction unless State Farm has notified Distributor that such Contracts may lawfully be sold or offered for sale in such state, and has not subsequently revised such notice.
(3) Neither Distributor nor any Representative shall give any information or make any representation in regard to a class of Contracts in connection with the offer or sale of such class of Contracts that is not in accordance with the Prospectus for such class of Contracts, or in the then-currently effective prospectus or statement of additional information for a Fund, or in current advertising materials for such class of Contracts authorized by State Farm.
(4) All Premiums paid by check or money order that are collected by Distributor or any of its Representatives shall be remitted promptly, and in any event within two business days after receipt in full, together with any Applications, forms and any other required documentation, to State Farm. Checks or money orders in payment of Premiums shall be drawn to the order of "State Farm Life Insurance Company." If any Premium is held at any time by Distributor, Distributor shall hold such Premium in a fiduciary capacity and such Premium shall be remitted promptly, and in any event within two business days, to State Farm. Distributor acknowledges that all such Premiums, whether by check, money order or wire, shall be the property of State Farm. Distributor acknowledges that State Farm shall have the unconditional right to reject, in whole or in part, any Application or Premium.
Solicitation Activities. Pursuant to the authority delegated to it by the Company under this Agreement, NMIS shall solicit applications for the sale of Securities Interests in the Contracts solely in accordance with the terms of the Contracts, the prospectuses for the Contracts and the underlying Funds and any instructions provided by the Company. No solicitation shall be made in any state or other jurisdiction unless the Company has notified NMIS that the Contract may lawfully be sold or offered for sale in such state or jurisdiction.
Solicitation Activities. All solicitation and sales activities engaged in by Distributor with respect to the Funds shall be in compliance with all applicable federal and state securities laws and regulations, as well as all compliance manuals provided by the Distributor. In particular, without limiting the generality of the foregoing:
(1) Distributor shall not offer or attempt to offer Applications for Funds in any state or other jurisdiction unless the Trust has notified Distributor that such Funds may lawfully be sold or offered for sale in such state, and has not subsequently revised such notice.
(2) Distributor shall not give any information or make any representation in regard to any Fund in connection with the offer or sale of such Fund that is not in accordance with the Prospectus for such Fund, or in the then-currently effective prospectus or statement of additional information for a Fund, or in current advertising materials for such Fund.
(3) All Fund purchase payments shall be remitted promptly, and in any event within one business days after receipt in full, together with any Applications, forms and any other required documentation, to the transfer agent of the Trust. Checks or money orders in payment of Fund purchases shall be drawn to the order of "State Farm Mutual Funds." If any Fund purchase payment is held at any time by Distributor, Distributor shall hold such payment as an agent of the Trust and such payment shall be remitted promptly, and in any event within one business days, to the transfer agent of the Trust. Distributor acknowledges that all such Fund purchase payments, whether by check, money order or wire, shall be the property of the Trust. Distributor acknowledges that the Trust shall have the unconditional right to reject, in whole or in part, any Application or Fund purchase payment.
Solicitation Activities. All solicitation and sales activities engaged in by Distributor and its Representatives with respect to the Contracts shall be in compliance with all applicable federal and state securities laws and regulations, as well as all applicable insurance laws and regulations, and compliance manuals provided by AFLIC. In particular, without limiting the generality of the foregoing:
(1) Distributor, along with appropriate AFLIC registered principals, shall train, supervise and be solely responsible for the conduct of Representatives in their solicitation of Applications and Premiums and distribution of the Contracts under the federal securities laws and the rules of the NASD, and shall supervise their compliance with, applicable rules and regulations of any securities regulatory agencies that have jurisdiction over variable insurance product activities.
(2) Neither Distributor nor any Representative shall offer, attempt to offer, or solicit Applications for, the Contracts or deliver the Contracts, in any state or other jurisdiction unless AFLIC has notified Distributor that such Contracts may lawfully be sold or offered for sale in such state, and has not subsequently revised such notice.
(3) Neither Distributor nor any Representative shall give any information or make any representation in regard to a class of Contracts in connection with the offer or sale of such class of Contracts that is not in accordance with the Prospectus for such class of Contracts, or in current advertising materials for such class of Contracts authorized by AFLIC.
(4) All Premiums paid by check that are collected by Distributor or any of its Representatives shall be remitted promptly, and in any event by noon of the next business day after receipt, together with any Applications, forms and any other required documentation, to AFLIC. Checks in payment of Premiums shall be drawn to the order of "American Family Life Insurance Company." If any Premium is held at any time by Distributor, Distributor shall hold such Premium in a fiduciary capacity and such Premium shall be remitted promptly, and in any event within two business days, to AFLIC. Distributor acknowledges that all such Premiums, whether by check or wire, shall be the property of AFLIC. Distributor acknowledges that AFLIC shall have the unconditional right to reject, in whole or in part, any Application or Premium.
Solicitation Activities. As an independent contractor, Representative has the right to determine the method, manner, means, time, and place of performing their solicitation activities under this Agreement, subject to Laws and Regulations and Regulatory Policies and Procedures. Among other things, Representative understands, acknowledges and agrees that under applicable Laws and Regulations he or she is required to fully disclose to Customers all material facts relating to the purchase of any investment advisory and/or brokerage products and services or other products or services. Representative acknowledges that he or she is prohibited by the applicable Regulatory Policies and Procedures and Laws and Regulations from making any untrue statement relating to any such products and shall fully explain the terms of any contractual arrangements relating to the purchase of any TIMI product or service to Customers. At all times while this Agreement is in effect, Representative shall refrain from selling investment advisory and/or brokerage products and services or any other products or services that are not approved by TIMI.
Solicitation Activities a. Although the Parties support DoD and Agency-authorized savings bond and other charitable activities, no employee(s) will be coerced by the Agency to participate in or contribute to any savings bond or charitable activity.
b. Employees may not engage in non-DoD or non-Agency authorized solicitation activities within the work site during duty hours. Employees may not utilize Agency-produced employee listings, rosters, or directories or utilize Agency records to produce such listings, rosters, or directories for the purpose of mailings (to include electronic transmissions) or solicitation of products or services.
Solicitation Activities. The Placement Agent agrees that:
(a) The Placement Agent will introduce a Fund only to Persons that it reasonably believes meet the requirements to invest in a Fund, as set forth in the Governing Documents for the Fund. For example, if a Fund offers Investments pursuant to Regulation D under the Securities Act of 1933, as amended (the "1933 Act"), the Placement Agent will only present information about such Fund to Persons it reasonably believes are "accredited investors" within the meaning of Regulation D.
(1) Note that this sentence should be excluded from the agreement with CapFinancial Partners, LLC.
(b) The Placement Agent will conduct its activities in a manner: (i) such that, if Hatteras does not wish to register the Investments with the federal government, any state, or any other jurisdiction, the offer and sale of Investments will be exempt from any such registration requirements, (ii) such that, if Hatteras does not wish to remain registered as an investment adviser under the Investment Advisers Act of 1940, as amended (the "Advisers Act"), Hatteras will not be required to so register, and (iii) that is consistent with all instructions, policies and procedures that Hatteras provides orally or in writing from time to time to the Placement Agent.
(c) The Placement Agent will deliver at the time of solicitation to each potential Investor any and all documents applicable to such solicitation, including the Governing Documents of such Fund and a brochure containing at least the information that would be contained in Part II of Hatteras' Form ADV (the "Hatteras Brochure"). Hatteras will determine in its sole discretion the materials that the Placement Agent will present to a potential Investor. The Placement Agent will obtain an executed statement in the form attached hereto as Exhibit B (from each potential Investor in Hatteras Multi-Strategy Fund I, L.P. ("Fund I")) or Exhibit C (from each potential Investor in Hatteras Diversified Strategies Fund LP ("Diversified Fund"), Hatteras Diversified Strategies Offshore Fund Ltd. ("Offshore Fund")or Hatteras Multi-Strategy Fund II, L.P. ("Fund II")) representing that the potential Investor has received such materials and acknowledges any such conflicts of interest, and the Placement Agent will deliver all such statements to Hatteras. Additionally, the Placement Agent will keep a log of all documents delivered to potential Investors, and consecutively number each copy of an offering memorandum delivered to su...
Solicitation Activities. In the event that the Company delivers a Call Notice (as defined in the Common Warrant) with respect to the Warrants, the Company agrees to work jointly with the Representative in connection with any permitted solicitation activities relating to the exercise of such Common Warrants.
