Exhibit 3(a)
SELLING GROUP AGREEMENT
AMERICAN LEGACY SUITE OF PRODUCTS
This Selling Group Agreement applies to the duly registered and
licensed broker/dealer, which by signing below does evidence its desire to
distribute certain Individual and Group Flexible Premium Deferred Variable
Annuity Contracts (the "Contracts") issued by The Lincoln National Life
Insurance Company ("Lincoln National") through Separate Accounts E and H
(individual) and Separate Accounts 50, 51 and 52 (group); and certain Individual
Single and Flexible Premium Variable Life Insurance Policies (the "Policies")
issued by Lincoln National through Separate Account F (single premium) and
Separate Accounts J and Y (flexible preimum).
In addition to issuing the contracts, Lincoln National, acting as a
broker/dealer will also maintain the selling group for the contracts and
policies described above except in the State of New York.
This Selling Group Agreement also applies to the duly licensed broker/dealer,
which by signing below, does evidence its desire to sell certain Individual
Flexible Premium Deferred Annuities (the "Contracts") issued in the state of New
York by Lincoln Life & Annuity Company of New York ("Lincoln New York")
utilizing Separate Account H. In New York, the selling group is maintained by
Lincoln Financial Advisors Corporation ("LFA"), a broker/dealer, member of the
NASD.
As applicable, we will refer to Lincoln National and Lincoln New York
collectively as "Lincoln" and the Broker/Dealer and is insurance agency
subsidiaries, if any, as "you" or the "Representative."
The Contracts and Policies described above are considered securities under the
Securities Act of 1933. This Selling Group Agreement also pertains to certain
fixed single premium immediate annuity Contracts issued by Lincoln. This Selling
Group Agreement is subject to all provisions of the relevant Principal
Underwriting Agreements among the parties mentioned above. This Selling Group
Agreement on your part runs to Lincoln and the Separate Accounts and is for the
benefit of and enforceable by each party.
A. Definitions
1. Registered Representative: An individual who, as a result of passing the
appropriate examinations of the National Association of Securities Dealers
(NASD) or other appropriate self-regulatory organizations (SRO), and also
appropriately licensed and appointed to sell insurance products, may sell the
insurance products described herein;
2. Broker/Dealer: An individual, partnership, corporation or other legal entity
admitted to membership in the National Association of Securities Dealers (NASD)
and appropriately licensed and appointed to sell the insurance products
described herein.
B. Terms and Conditions
1. You represent that you are a properly registered and licensed broker or
dealer under applicable federal and state securities laws and regulations and a
member in good standing of the National Association of Securities Dealers
(NASD). You agree to immediately notify us if you cease to be so registered or
licensed or a member in good standing of the NASD.
2. You agree to abide by all rules and regulations of the NASD, including its
Conduct Rules, and to comply with all applicable federal and state laws, rules
and regulations (all of which shall control and override any provision to the
contrary in this Selling Group Agreement).
You are responsible for such supervision of your registered representatives and
other associated persons which will enable you to ensure that your registered
representatives and associated persons are in compliance with applicable
insurance and securities laws, rules, regulations and statements of policy
promulgated thereunder.
Your authority under this Selling Group Agreement extends only to the Contracts
and Policies described herein.
0.Xxx represent that you will not sell any Contracts or Policies until you are a
properly licensed insurance agent duly appointed by Lincoln.
0.Xxx will distribute the Contracts and Policies only in those jurisdictions in
which the Contracts and Policies are registered or qualified for sale and only
through your duly licensed registered representatives (in accordance with the
rules of the NASD) who are also fully licensed with Lincoln to sell the
Contracts or Policies in the applicable jurisdictions (in accordance with the
insurance regulations and laws of such jurisdictions).
5. All applications and initial and subsequent payments under the Contracts or
Policies collected by you will be remitted promptly by you to Lincoln National
at such address as Lincoln may designate.
6. You agree to indemnify and hold Lincoln harmless according to the following
provisions:
a. You shall be responsible to Lincoln for the malicious,
intentional, reckless, knowing or negligent acts or omissions of
your employees, officers, agents, and sales persons (which shall
include Registered Representatives) for the business covered under
this Selling Group Agreement and shall indemnify and hold harmless
Lincoln from any claims, demands, actions, judgements, loss, cost
or expense, including court costs, punitive damages and reasonable
attorney fees incurred by Lincoln by reason of such acts or
omissions.
b. You, not Lincoln, are solely responsible for all statements,
written or oral, acts, or representations, whether expressed or
implied, made by your/its agents, employees or sales persons and
are responsible for notifying your agents, employees or sales
person of the terms and conditions of this Selling Group
Agreement.
c. You, not Lincoln, are solely responsible regarding the suitability
of sale of Lincoln contracts to individual persons.
d. You shall immediately notify Lincoln of any and all complaints
about Lincoln contracts received by you.
7.All applications are subject to acceptance or rejection by Lincoln at its sole
discretion. Lincoln will make payment of commissions directly to you with
respect to the sale of the Contracts or Policies according to the schedules set
forth in the attached Commission Schedules. No commissions will be paid on
Contracts that are not subject to an initial or contingent deferred sales
charge (other than American Legacy III C Share).
8. Lincoln will use reasonable efforts to provide information and marketing
assistance to you, including providing you, without charge, reasonable
quantities of advertising materials, sales literature, reports and current
prospectuses of the Contracts or Policies and of the underlying variable
funding vehicle, the American Funds Insurance Series(R).
9. In making all offers of the Contracts or Policies, you will deliver the
applicable currently effective prospectuses.
10. You are to offer and sell the Contracts or Policies only at the regular
public offering price currently determined by the applicable Separate Account
in the manner described in the current applicable prospectus or Contract or
Policy and will make no representation not included in the prospectus or
Contract or Policy or in any authorized supplemental material. This Selling
Group Agreement is in all respects subject to all provisions of the current
applicable prospectuses.
11. We will deliver to you and you will use only sales literature and
advertising material that conforms to the requirements of federal and state
laws and regulations and which have been authorized by Lincoln.
12. The signing of this Selling Group Agreement does not obligate Lincoln to
license any particular registered representative as a salesperson of Contracts
or Policies. All licensing matters under any applicable state insurance law
shall be handled directly by you and the registered representative involved,
with all required proof of state insurance licensing furnished to Lincoln before
commission payments may be made.
13. You understand that with respect to Lincoln, you are acting in the capacity
of an independent contractor.
14. Any party to this Selling Group Agreement may cancel at any time
upon written notice to all other parties, effective upon receipt.
15. All communications to Lincoln should be sent to the address which is listed
below. Any notice to you shall be duly given if mailed or electronically
transmitted to you at the address specified by you below.
16. The schedules of commissions, bonuses, sales charges and allowances
attached to this Selling Group Agreement and incorporated herein apply to
Contracts and Policies initially sold through you. Commissions on Contracts and
Policies initially sold through another dealer for which you become the
supervising dealer will be paid to you based on the original dealer's schedule
of commissions, bonuses, sales charges and allowances.
17. Commission schedules for Contracts and Policies that are actively being
sold to new customers are set forth in Commission Schedule A.
18. Commission schedules for Contracts and Policies that are no longer being
actively sold to new customers are set forth in Commission Schedule B.
19. Different commission schedules may apply for internal transfers from another
Lincoln contract.
20. Two originals of this document should be executed. One of the originals
should be returned to us for our files. The Selling Group Agreement shall be
effective as of the date of execution by you, but only upon receipt by us of
the original. This Selling Group Agreement may be amended by notification from
us and orders received following such notification shall be deemed to be an
acceptance of such amendments. This Selling Group Agreement shall be governed
by the laws of the State of Indiana.
21. You agree to maintain confidential information in strict confidence and in
a manner to safeguard against unauthorized access, disclosure, use, destruction,
loss or alteration in accordance with applicable state and federal laws and
regulations (all the foregoing referred to as "Privacy Law"). You are prohibited
from using consumer or customer non-public information other than (1) to
execute the terms and conditions of this Selling Group Agreement as permitted
by Privacy Law or (2) as required by state or federal law, regulation or rule.
You agree not to disclose confidential information to any third parties without
prior written permission of the disclosing party. You shall promptly report to
Lincoln any unauthorized disclosure or use of any confidential information of
which you become aware. Lincoln has the right to make reasonable requests to i
inspect, during normal business hours, your facilities, data and records,
associated audit reports, summaries of test results or equivalent measures
taken by you to ensure compliance with Privacy Law for the purposes of verifying
that the confidentiality provisions of this Selling Group Agreement are being
complied with.
The Lincoln National Life Insurance Company
0000 Xxxxx Xxxxxxx Xxxxxx
Xxxx Xxxxx, XX 00000
By: /s/ Xxxxxx Xxxxxxxx
Lincoln Life & Annuity Company of New York Lincoln Financial Advisors Corporation
000 Xxxxxxx Xxxxxx, Xxxxx 0000 (Xxx Xxxx Only)
Xxxxxxxx, XX 00000 0000 Xxxxx Xxxxxxx Xxxxxx, Xxxxx 000
Xxxx Xxxxx, XX 00000
By: /s/ Xxxxxx Xxxxxxxx By: Xxxxxx Xxxxxxxx
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Accepted:
Xxxxxx X. Xxxxx & Co. L.P. and its Affiliates as listed on Schedule A
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Broker/Dealer
By: /s/ Xxxxx X. Xxxxxxxxx
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Signature of Officer or Partner
Xxxxx X. Xxxxxxxxx
Print Name of Officer or Partner
Address: 00000 Xxxxxxxxxx Xxxx
Xx. Xxxxx, XX 00000
Date: November 3, 2003
Schedule A
Xxxxxx X. Xxxxx & Co., L.P.
Insurance Agency Affiliates as of May 05, 2003
Xxxxxx Xxxxx Insurance Agency Holding, L.L.C.
Xxxxxx Xxxxx Insurance Agency of California, L.L.C.
California Agency Holding, L.L.C.
Xxxxxx Xxxxx Insurance Agency of Massachusetts, L.L.C.
Xxxxxx Xxxxx Insurance Agency of Michigan, L.L.C.
Xxxxxx Xxxxx Insurance Agency of New Mexico, L.L.C.
Xxxxxx Xxxxx Insurance Agency of Wyoming, L.L.C.
