EXHIBIT 3
PRINCIPAL UNDERWRITING AGREEMENT
THIS AGREEMENT is effective on the 12th day of July, 1989 among THE LINCOLN
NATIONAL LIFE INSURANCE COMPANY ("Lincoln National"), a life insurance company
organized under the laws of the State of Indiana on behalf of itself and
SEPARATE ACCOUNT H OF THE LINCOLN NATIONAL LIFE INSURANCE COMPANY ("Separate
Account"), a separate account established by Lincoln National pursuant to the
Indiana Insurance Code and AMERICAN FUNDS DISTRIBUTORS, INC. ("AFD"), a
corporation organized under the laws of the State of California.
WITNESSETH:
WHEREAS, Lincoln National proposes to issue to the public certain variable
annuity contracts ("Contracts") and has, by resolution of its Board of Directors
on November 4, 1982, and by directive of its Chief Executive Officer on February
7, 1989, authorized the creation of a segregated investment account in
connection therewith; and
WHEREAS, Lincoln National has established the Separate Account for the
purpose of issuing the Contracts and has registered the Separate Account with
the Securities and Exchange Commission ("Commission") as a unit investment trust
under the Investment Company Act of 1940; and
WHEREAS, the Contracts to be issued by Lincoln National are registered with
the Commission for offer and sale to the public, and otherwise are in compliance
with all applicable laws; and
WHEREAS, AFD is a broker-dealer registered under the Securities Exchange
Act of 1934 and a member of the National Association of Securities Dealers,
Inc., and proposes to form a selling group for the distribution of said
Contracts; and
WHEREAS, Lincoln National desires to obtain the services of AFD as
principal underwriter of the Contracts issued by Lincoln National through the
Separate Account;
NOW THEREFORE, in consideration of the foregoing, and of the mutual
covenants and conditions set forth herein, and for other good and valuable
consideration, Lincoln National, the Separate Account and AFD hereby agree as
follows:
Duties of AFD
-------------
1. AFD will form a selling group consisting of broker-dealers appointed by
Lincoln National to distribute the Contracts which are issued by Lincoln
National through the Separate Account and are registered with the Commission for
offer and sale to the public. Broker-dealers listed in the attached Schedule B -
Schedule of Broker-Dealers to be Excluded from the Selling Group - may not be
members of such selling group. Said Schedule B may be amended from time to time
by the mutual consent of the undersigned parties.
2. AFD will enter into and maintain a dealer agreement with each broker-
dealer joining such selling group ("member"); an executed copy of each will be
provided to Lincoln National. Any such dealer agreement expressly will be made
subject to this Agreement. Any such dealer agreement will provide: (i) that each
member will distribute the Contracts only in those jurisdictions in which the
Contracts are registered or qualified for sale and only through duly licensed
registered representatives of the members who are fully licensed with Lincoln
National to sell the Contracts in the applicable jurisdiction(s); (ii) that all
applications and initial and subsequent payments under the Contracts collected
by the member will be remitted promptly
by the member to Lincoln National at such address as it may from time to time
designate; (iii) that each member will comply with all applicable federal and
stated laws, rules and regulations; and (iv) that the Contracts will not be
offered in connection with plans qualified under Section 403(b) of the U.S.
Internal Revenue Code.
3. AFD will use reasonable efforts to provide information and marketing
assistance to the members, including preparing and providing members with
advertising materials and sales literature, and providing members with current
Prospectuses of the Contracts and of American Variable Insurance Series (the
"Series"). AFD will use reasonable efforts to ensure that members deliver only
the currently effective Prospectuses of the Contracts and the Series. AFD and
Lincoln National will cooperate in the development of advertising and sales
literature, as requested. AFD will deliver to members, and use reasonable
efforts to ensure that members use, only sales literature and advertising
material which conforms to the requirements of federal and state laws and
regulations and which has been authorized by Lincoln National and AFD. AFD will
be responsible for filing sales literature and advertising material, where
necessary, with appropriate securities regulatory authorities, including the
National Association of Securities Dealers, Inc. AFD will not distribute any
Prospectus, sales literature, advertising material or any other printed matter
or material relating to the Contracts or the Series if, to its knowledge, any of
the foregoing misstates and duties, obligations or liabilities of Lincoln
National or AFD. AFD will not actively encourage any member to sell Contracts to
employees of hospitals in the State of California that are members of the
California Hospital Association.
4. AFD shall not be responsible for (i) taking or transmitting applications
for the Contracts; (ii) examining or inspecting risks or approving, issuing or
delivering Contracts; (iii) receiving, collecting or transmitting premium
payments; (iv) assisting in the completion of applications for Contracts; (v)
paying sales commissions to licensed broker-dealers and insurance agents; and
(vi) otherwise offering and selling Contracts directly to the public.
5. AFD will bear all its expenses of providing services under this
Agreement, including the cost of preparing, printing and mailing advertising and
sales literature, and the cost of printing and mailing Series and Contract
Prospectuses which are used for sale purposes, except that AFD shall not bear
the expenses of registering and qualifying shares for Contracts for sale under
federal and state laws and expenses of preparing, printing and mailing
Prospectuses, proxies and shareholder reports to the extent authorized by laws.
It is understood that Lincoln National will not be required to bear the cost of
preparing, printing and mailing Series Prospectuses. AFD will, except with
respect to agents and brokers with Lincoln National Sales Corporation ("LNSC"),
reimburse Lincoln National for all state appointing fees and associated renewal
fees incurred to enable members to sell the Contracts.
6. AFD will furnish to Lincoln National such information with respect to
the Series in such form and signed by such of its officers as Lincoln National
may reasonably request, and will warrant that the statements therein contained
when so signed will be true and correct. AFD will advise Lincoln National
immediately of: (a) any request by the Commission (i) for amendment of the
registration statement relating to the Contracts or the Series or (ii) for
additional information; (b) the issuance by the Commission of any stop order
suspending the effectiveness of the registration statement of the Contracts or
the Series or the initiation of any proceedings for that purpose; (c) the
institution of any proceeding, investigation or hearing involving the offer of
sale of the Contracts or the Series of which it becomes aware; or (d) the
happening of any material even, if known, which makes untrue any statement made
in the registration statement of the Contracts or the Series or which requires
the making of a change therein in order to make any statement made therein not
misleading.
7. AFD will use reasonble efforts to have the Series register for sale
under the Securities Act of 1933 and, as required, under state securities laws,
from time to time as necessary, such additional shares of the Series as may
reasonably be necessary for use as the funding vehicle for the Contracts.
Duties of Lincoln National
--------------------------
8. Lincoln National or its agent will receive and process applications and
premium payments in accordance with the terms of the Contracts and the current
Prospectuses. All applications for Contracts are subject to acceptance or
rejection by Lincoln National in its sole discretion. Lincoln National will
inform AFD of any such rejection and the reason therefor.
9. Lincoln National will be responsible for filing the Contracts,
applications, forms, sales literature and advertising material, where necessary,
with appropriate insurance regulatory authorities.
10. Lincoln National will furnish to AFD such information with respect to
the Separate Account and the Contracts in such form and signed by such of its
officers as AFD may reasonably request, and will warrant that the statements
therein contained when so signed will be true and correct. Lincoln National will
advise AFD immediately of: (a) any request by the Commission (i) for amendment
of the registration statement relating to the Contracts or the Series or (ii)
for additional information; (b) the issuance by the Commission of any stop order
suspending the effectiveness of the registration statement of the Contracts or
the Series or the initiation of any proceedings for that purpose; (c) the
institution of any proceeding, investigation, hearing or other action involving
the offer or sale of the Contracts or the fund of which it becomes aware; (d)
the happening of any material event, if known, which makes untrue any statement
made in the registration statement of the Contracts or the Series or which
requires the making of a change therein in order to make any statement made
therein not misleading.
11. Lincoln National will use reasonable efforts to register for sale, from
time to time as necessary, additional dollar amounts of the Contracts under the
Securities Act of 1933, and, should it ever be required, under state securities
laws and to file for approval under state insurance laws when necessary and will
maintain the Investment Company Act of 1940 registration of the Separate
Account.
12. Lincoln National will pay to members of this selling group such
commissions as are from time to time set forth in dealer agreements. Such dealer
agreements shall provide for the return of sales commissions by the members to
Lincoln National if the Contracts are tendered for redemption to Lincoln
National in accordance with the 10-day review provision in the Contract.
13. Lincoln National will bear its expenses of providing services under
this Agreement, including the cost of preparing (including typesetting costs),
printing and mailing Prospectuses of the Contracts to Contract Owners, expenses
and fees of registering or qualifying the Contracts and the Separate Account
under federal or state laws, and any direct expenses incurred by its employees
in assisting AFD in performing its duties hereunder. Lincoln National will pay
to AFD such remuneration for its services and for the services of its salaried
employees, and such reimbursement for its charges and expenses, as may be
contained in such schedule of renumeration as may be adopted and appended to
this Agreement from time to time. (See Schedule A - Commission to Members and
Remuneration to AFD.) Said Schedule A may be amended from time to time by the
mutual consent of the undersigned parties; except that AFD may alter the ratio
of commissions paid to dealers and renumeration paid to AFD as set forth in
paragraph 25 of this Agreement.
Warranties
----------
14. Lincoln National represents and warrants to AFD that: (i) a
registration statement under the Securities Act of 1933 (File No. 33-27783) and
under the Investment Company Act of 1940 (File no. 811-5721) on Form N-4 with
respect to the Contracts and Separate Account has been filed with the Commission
in the form previously delivered to AFD, and copies of any and all amendments
thereto will be forwarded to AFD at the time that they are filed with the
Commission; (ii) the registration statement and any further amendments or
supplements thereto will, when they become effective, conform in all material
respects to the requirements of the Securities Act of 1993 and the Investment
Company Act of 1940, and the rules and regulations of the Commission thereunder,
and will not contain any 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; provided, however, that this representation and warranty
shall not apply to any statement or omission made in reliance upon and in
conformity with information furnished in writing to Lincoln National by AFD
expressly for use therein; (iii) Lincoln National is validly existing as a stock
life insurance company in good standing under the laws of the State of Indiana,
with power (corporate or other) to own its properties and conduct its business
as described in the Prospectus, and has been duly qualified for the transaction
of business and is in good standing under the laws of each other jurisdiction in
which it owns or leases properties, or conducts any business, so as to require
such qualification; (iv) the Contracts to be issued through the Separate Account
have been duly and validly authorized and, when issued and delivered against
payment therefor as provided in the Prospectuses and in the Contracts, will be
duly and validly issued and will conform to the description of such Contracts
contained in the Prospectuses relating thereto; (v) Lincoln National will not
pay commissions to persons who, to the best of Lincoln National's knowledge, are
not appropriately licensed in a manner as to comply with the state insurance
laws; (vi) the performance of this Agreement and the consummation of the
transactions herein contemplated will not result in a breach or violation of any
of the terms or provisions of, or constitute a default under any statute, any
indenture, mortgage, deed of trust, note agreement or other agreement or
instrument to which Lincoln National is a party or by which Lincoln National is
bound, Lincoln National's Charter as a stock life insurance company or By-laws,
or any order, rule or regulation of any court or governmental agency or body
having jurisdiction over Lincoln National or any of its properties; and no
consent, approval, authorization or order of any court or governmental agency or
body which has not been obtained by the effective date of this Agreement is
required for the consummation by Lincoln National of the transactions
contemplated by this Agreement; and (vii) there are no material legal or
governmental proceedings pending to which Lincoln National or the Separate
Account is a party or of which any property of Lincoln National or the Separate
Account is the subject, other than set forth in the Prospectus relating to the
Contracts, and other litigation incident to the kind of business conducted by
Lincoln National which, if determined adversely to Lincoln National, would not
individually or in the aggregate have a material adverse effect on the financial
position, surplus or operations of Lincoln National; and (viii) any information
furnished in writing by Lincoln National to AFD for use in the registration
statement of the Series will not result in the registration statement's failing
to conform in all respects to the requirements of the Securities Act of 1933 and
the rules and regulations thereunder or containing any untrue statement of a
material fact or omission to state a material fact required to be stated therein
or necessary to make the statements therein not misleading.
15. AFD represents and warrants to Lincoln National that: (i) a
registration statement under the Securities Act of 1933 (File No. 2-86838), and
under the Investment Company Act of 1940 (File No. 811-3857) with respect to
American Variable Insurance Series has been filed with the Commission in the
form previously delivered to Lincoln National, and copies of any and all
amendments thereto will be forwarded to Lincoln National at the time they are
filed with the Commission; (ii) the Series' registration statement and any
further amendments or supplements thereto will, when they become effective,
conform in all material respects to the requirements of the Securities Act of
1933 and the Investment Company Act of 1940, and the rules and regulations of
the Commission thereunder, and will not contain an untrue statement of material
fact or omit to
state a material fact required to be stated therein or necessary to make the
statements therein not misleading; provided however, that this representation
and warranty shall not apply to any statements of omissions made in reliance
upon and in conformity with information furnished in writing to AFD by Lincoln
National expressly for use therein; (iii) the performance of its duties under
this Agreement by AFD will not result in a breach or violation of any of the
terms or provisions or constitute a default under any statute, any indenture,
mortgage, deed of trust, note agreement or other agreement or instrument to
which AFD is a party or by which AFD is bound, the Certificate of Incorporation
or By-Laws of AFD, or any order, rule or regulation of any court or governmental
agency or body having jurisdiction over AFD or its property; and (iv) any
information furnished in writing by AFD to Lincoln National for use in the
registration statement for the Contracts will not result in the registration
statement's failing to conform in all respects to the requirements of the
Securities Act of 1933 and the rules and regulations thereunder or containing
any untrue statement of a material fact or omission to state a material fact
required to be stated therein or necessary to make the statements therein not
misleading; (v) it is a broker-dealer duly registered with the Commission
pursuant to the Securities Exchange Act of 1934 and a member in good standing of
the National Association of Securities Dealers, Inc. and is in compliance with
the securities laws in those states in which it conducts business as a broker-
dealer; (vi) it will use reasonable efforts to ensure that no offering, sale or
other disposition of the Contracts will be made until it has been notified by
Lincoln National that the subject registration statements have been declared
effective and the Contracts have been released for sale by Lincoln National, and
that such offering, sale or other disposition shall be limited to those
jurisdictions that have approved or otherwise permit the offer and sale of the
Contracts by Lincoln National; and (vii) it will comply with the requirements of
state broker-dealer regulations and the Securities Exchange Act of 1934 as each
applies to AFD and shall conduct its affairs in accordance with the Rules of
Fair Practice of the National Association of Securities Dealers, Inc.
Miscellaneous
-------------
16. AFD makes no representation or warranty regarding the number of
Contracts to be sold by licensed broker-dealers and insurance agents or the
amount to be paid thereunder. AFD does, however, represent that it will actively
engage in its duties under this Agreement on a continuous basis while the
Agreement is in effect and there is an effective registration of the Contracts
and of the Series, or its successor, with the Commission.
17. AFD may act as principal underwriter, sponsor, distributor or dealer
for issuers other than Lincoln National or its affiliates in connection with
mutual funds or insurance products; except that AFD shall not, while this
Agreement is in effect, act as principal underwriter, sponsor, distributor or
dealer with respect to insurance contracts which are issued by insurance
companies other than Lincoln National or its affiliates that are similar to the
Contracts.
While this Agreement is in effect, Lincoln National will not issue, through
any broker-dealer (except LNSC) and those broker-dealers listed in Schedule B
attached hereto--"Schedule of Brokers to be Excluded from the Selling Group"),
any insurance contract similar to the Contracts, without the written consent of
AFD. Schedule C attached hereto--"List of Broker-Dealers Selling Similar
Contracts With Consent of AFD"-- contains the listing of those broker-dealers
for which AFD has so consented. Furthermore, Lincoln National will not enter
into any agreement with any other organization for the purpose of distributing
the Contracts.
In addition, AFD agrees not to offer the Contracts through the Broker-
Dealers listed in the aforesaid Schedule B. It is understood that shares of
American Variable Insurance Series may be sold to fund insurance contracts of
issuers other than Lincoln National or its affiliates or to other shareholders
in accordance with Internal Revenue Code Section 817 (h) and the regulations
thereunder.
18. Nothing in this Agreement shall obligate Lincoln National to appoint
any member or registered representative of a member its agent for purposes of
the distribution of the Contracts. Nothing in this Agreement shall be construed
as requiring AFD to effect sales of the Contracts directly to the public or to
act as an insurance agent or insurance broker on behalf of Lincoln National for
purposes of state insurance laws.
19. AFD agrees to indemnify Lincoln National (or any control person,
shareholder, director, officer or employee of Lincoln National) for any
liability incurred (including costs relating to defense of any action) arising
out of any AFD act or omission relating to (i) rendering services under this
Agreement or (ii) the purchase, retention or surrender of a Contract by any
person or entity; provided, however that indemnification will not be provided
hereunder for any such liability that results from the willful misfeasance, bad
faith or gross negligence of Lincoln National or from the reckless disregard by
Lincoln National of the duties and obligations arising under this Agreement.
20. Lincoln National agrees to indemnify AFD (or any control person,
shareholder, director, officer or employee of AFD) for any liability incurred
(including costs relating to defense of any action) arising out of any Lincoln
National act or omission relating to (i) rendering services under this Agreement
or (ii) the purchase, retention or surrender of a Contract by any person or
entity; provided, however, that indemnification will not be provided hereunder
for any such liabilty that results from the willful misfeasance, bad faith and
gross negligence of AFD or from the reckless disregard by AFD of the duties and
obligations arising under this Agreement.
21. This Agreement will terminate automatically upon its assignment, as
that term is defined in the Investment Company Act of 1940. The parties
understand that there is no intention to create a joint venture in the subject
matter of this Agreement. Accordingly, the right to terminate this Agreement and
to engage in any activity not inconsistent with this Agreement is absolute. This
Agreement will terminate, without the payment of any penalty by either party:
(a) at the option of Lincoln National upon six months' advance written notice to
AFD; or (b) at the option of AFD upon six months' advance written notice to
Lincoln National; or (c) at the option of Lincoln National upon institution of
formal proceedings against AFD by the National Association of Securities
Dealers, Inc. or by the Commission; or (d) at the option of AFD upon the
institution of formal proceedings against LNL by the Department of Insurance of
a state; or (e) as otherwise provided in the Investment Company Act of 1940.
22. Each notice required by this Agreement shall be given in writing and
delivered by certified mail-return receipt requested.
23. This Agreement shall be subject to the laws of the State of Indiana
and construed so as to interpret the Contracts as insurance products written
within the business operation of Lincoln National.
24. This Agreement covers and includes all agreements, oral and written
(expressed or implied) between Lincoln National and AFD with regard to the
marketing and distribution of the Contracts, and supersedes any and all
Agreements between the parties with respect to the subject matter of this
Agreement; except that this Agreement shall not affect the operation of any
previous agreements entered into between Lincoln National and AFD unrelated to
the subject matter of this Agreement.
25. This Agreement, along with any Schedules attached hereto and
incorporated herein by reference, may be amended from time to time by the mutual
agreement and consent of the undersigned parties, provided such amendment be in
writing and duly executed; except that with respect to any Schedule A, AFD in
its sole discretion, may alter upon written notice to Lincoln National the ratio
of member commissions paid to remuneration paid to AFD. AFD agrees to reimburse
Lincoln National any remuneration previously received
to the extent necessary to pay additional commissions to members due to a
retroactive change of this ratio.
IN WITNESS WHEREOF, the undersigned parties have caused this Agreement to be
duly executed and attested as follows:
The Lincoln National Life
Insurance Company on behalf of
itself and Separate Account H
of the Lincoln National Life
Insurance Company
Attest: /s/ Xxxxx X. Xxxxxxxxx By: /s/ Xxxxxx X. Xxxxxx
----------------------- ------------------------------
American Funds Distributors, Inc.
Attest: /s/ Xxxx Xxxxxx By: /s/ Xxxx X. Xxxxxx
----------------------- ------------------------------
SCHEDULE A - COMMISSIONS TO MEMBERS AND REMUNERATION TO AFD
Effective July 12, 1989
1. All Sales of the Contracts (also referred to herein as "American Legacy
II").
a) Lincoln National will make direct payment of commissions to members
and remuneration to AFD with respect to all sales of the above-cited
Contracts according to the schedule set forth below. Where state law
prohibits direct payment to AFD, payment will be made in accordance
with the applicable state law.
Commissions
to Members
Other than Remuneration
LNSC To AFD
----------- ------------
All Contract Purchase Payments
From Contracts Sold 4.7% 1.00%
Commissions Remuneration
To LNSC To AFD
----------- ------------
All Contract Purchase Payments
From Contracts Sold 5.2% 0.50%
b) All annual .25% continuing commission will be paid to dealers on the
value of all Contract purchase payments beginning in the second
Contract year. This compensation will be paid at the end of each
calendar quarter and will be calculated as follows: At the end of each
calendar quarter, Lincoln National will calculate and pay, for all
Contracts which have been in force for 15 months or more as of the
last day of the quarter, an amount equal to .0625% of an amount equal
to the quarter ending account value less any deposits made in the
previous 15 months. This continuing commission is not paid on
Contracts that have been annuitized.
c) A .25% commission is all that will be paid on transfers from The
American Legacy to American Legacy II.
2. Annuitization
Commissions
to Members
Other than Remuneration
LNSC To AFD
----------- ------------
All Purchase Payments 4.7% 1.00%
five years and individual
Contract Earnings which are
annuitized (Contracts issued
by LNL that are annuitized
solely on a fixed basis will
result in a separate
Contract being issued.)
Commissions Remuneration
To LNSC To AFD
----------- ------------
All Purchase Payments held
five years and individual 5.2% 0.45%
Contract Earnings which are
annuitized (Contracts issued
by LNL that are annuitized
solely on a fixed basis will
result in a separate Contract
being issued.)
3. Sell and Reload
---------------
Commissions
to Members
Other than Remuneration
LNSC To AFD
----------- ------------
All Contract Purchase Payments
arising from Reloaded Contracts Sold 3.7% 1.00%
Commissions Remuneration
To LNSC To AFD
----------- ------------
All Contract Purchase Payments
arising from Reloaded Contracts Sold 4.2% 0.50%
b) "Sell and Reload" occurs when Contract Purchase Payments are again
subjected to a contingent deferred sales charge (once such charge has
expired with respect to all Contract Purchase Payments) for purposes
of increasing the minimum death benefit.
c) An annual continuing commission of .25% will be paid on the value of
such Purchase Payments in the manner indicated in 1(b) above, except
that the first year's continuing commission of .25% will be paid when
the initial commission is paid.
4. Sales Volume Allowance
----------------------
AFD will give up a portion of its remuneration in order to provide an
extra sales volume allowance of .25% of Purchase Payments to be paid to
dealers maintaining a sales volume of at least $5,000,000 in each calendar
year. Lincoln National, upon notification from AFD, will deduct enough from
AFD's remuneration to pay this additional allowance to that dealer on all
sales for that calendar year. Payments will be made to dealers every
quarter after notification from AFD is received by Lincoln National.
5. Introductory Period
-------------------
From September 1 through October 31, 1989, AFD will waive its
remuneration in connection with new sales of the Contracts, in order that
the commissions to dealers be increased by amounts which AFD has waived.
IN WITNESS WHEREOF, the undersigned parties have caused this Schedule A -
Commissions to Members and Remuneration to AFD to be duly executed and
attested as follows:
The Lincoln National Life
Insurance Company
Attest: /s/ Xxxxx X. Xxxxxxxxx By: /s/ Xxxxxx X. Xxxxxx
----------------------- -------------------------
American Funds Distributors, Inc.
Attest: /s/ Xxxx Xxxxxx By: /s/ Xxxx X. Xxxxxx
----------------------- -------------------------
SCHEDULE B - BROKER-DEALERS TO BE EXCLUDED FROM SELLING GROUP
-------------------------------------------------------------
ABI Management
X.X. Xxxxxxxx
Xxxxxx
Xxxxx Xxxxxxx
Mutual of America
United Resources
X.X. Xxxxx
Western Annuities
Xxxxxxx
SCHEDULE C - LIST OF BROKER-DEALERS SELLING
SIMILAR CONTRACTS WITH CONSENT OF AFD
1. Advisory Financial Consultants - CA
2. American Capital Corp. - PA
*3. American Investors Company - CA
4. APS Securities Corp. - TX
*5. Xxxxx Securities, Inc. - IL
6. Beach Street Financial Corp. - CA
7. Benefit Securities Inc. - AK
8. Xxxxxxx, Xxxxxx & Xxxxxxxxxx - IA
*9. Boardwalk Capital Corp. - CA
10. Capital Analysts Inc. - PA
11. CBL Equities, Inc. - IL
12. CES Insurance Agency - MA
*13. Chubb Securities Corp. - XX
00. Colorado Investors Resources Inc. - CO
*15. DeRand Investment Corp. - TX
*16. X.X. Xxxxxx Inc. - MI
*17. E.I. Sales Inc. - IA
18. Equity Services Inc. - VT
19. Federation for Financial Independence - CA
(Ind. Advantage Fin. & Ins. Services, Inc.)
20. Financial Designs, Ltd. - CA
*21. Financial Network Investment Corp. - CA
22. First Financial Capital Corp. - TX
23. Xxxxx X. Xxxx Securities Inc. - WA
*24. FSC Securities Corp. - GA
*25. Xxxxxxx Associates - PA
26. X.X. Xxxxxxxx - NJ
*27. H.D. Vest - TX
*28. International Money Management Group - MD
29. Investors Brokerage Services - IL
30. Xxxxx Xxxxxxxxx Securities Inc. - GA
*31. Xxxxx & Company - WA
*32. Linsco Financial Group Inc. - MA
*33. Xxxx Xxxxxx Xxxxxxxxxx Xx. - XX
*00. Market Securities Corp. - FL
35. Xxxxx & XxXxxxxx Securities Corp. - NY
36. Municicorp of California - CA
*37. Mutual Service Corporation - MI
*38. Xxxxx Xxxxxx Xxxxxxx & Xxxxxx - NY
39. Pal-Star Management Corp. - IL
*40. Xxxxxx-Xxxxxx Inc. - PA
41. PEBSCO - OH
42. Philadelphia Financial Advisors - PA
43. Portsmouth Financial Services - CA
*44. Xxxxxxxxxxxxx, Xxxxxx & Co. - IN
*45. Xxxxxxx X. Xxxxxxxx - PA
46. Xxxxxxx - CA
* Also have Group Selling Agreement with AFD