By Insurer. Insurer shall indemnify and hold harmless Distributor and each person who controls or is associated with Distributor within the meaning of such terms under the federal securities laws, and any officer, director, employee or agent of the foregoing, against any and all losses, claims, damages or liabilities, joint or several (including any investigative, legal and other expenses reasonably incurred in connection with, and any amounts paid in settlement of, any action, suit or proceeding or any claim asserted), to which Distributor and/or any such person may become subject, under any statute or regulation, any NASD rule or interpretation, at common law or otherwise, insofar as such losses, claims, damages or liabilities:
By Insurer. Insurer shall indemnify and hold harmless Distributor and any of its officers, directors, employees or agents, against any and all losses, claims, damages or liabilities, joint or several (including any investigative, legal and other expenses reasonably incurred in connection with, and any amounts paid in settlement of, any action, suit or proceeding or any claim asserted), to which Distributor and/or any such person may become subject, under any statute or regulation, any FINRA Rule or interpretation, at common law or otherwise, insofar as such losses, claims, damages or liabilities:
By Insurer. Insurer shall indemnify and hold harmless Distributor and each person who controls or is associated with Distributor within the meaning of such terms under the federal securities laws, and any officer, director, employee or agent of the foregoing, against any and all losses, claims, damages or liabilities, joint or several (including any investigative, legal and other expenses reasonably incurred in connection with, and any amounts paid in settlement of, any action, suit or proceeding or any claim asserted), to which Distributor and/or any such person may become subject, under any statute or regulation, any FINRA rule or interpretation, at common law or otherwise, insofar as such losses, claims, damages or liabilities:
By Insurer. Insurer agrees to indemnify and hold harmless Underwriter and each of its directors and officers and each person, if any, who controls Underwriter within the meaning of Section 15 of SA-33 (collectively, the "Indemnified Parties" for purposes of this Section 14(b)), against any and all losses, claims expenses, damages, liabilities (including amounts paid in settlement with the written consent of Insurer) or litigation (including legal and other expenses) to which the Indemnified Parties may become subject under any statute or regulation, at common law, or otherwise, insofar as such losses, claims expenses, damages, liabilities (or actions in respect thereof) or settlements:
By Insurer. Insurer agrees to indemnify and hold harmless Producer and each officer and director of Producer (“Producer Indemnitee”) against any and all losses, claims, fines, penalties, damages, or liabilities, joint and several (collectively “Claims”), to which Producer Indemnitee may become subject or otherwise, insofar as such Claims arise out of, relate to, or are based upon (i) any untrue statement or alleged untrue statement of a material fact, contained in any registration statement or any post-effective amendment thereto or in the prospectus or any amendment or supplement thereto for the Products, or in any Sales Materials provided by Company or that was required to be stated therein or necessary to make the statements therein not misleading; or (ii) the failure of Insurer, its officers, employees, or agents to comply with the provisions of this Agreement. Insurer agrees to reimburse Producer Indemnitee for reasonable legal and other expenses (including attorneys’ fees) incurred by such indemnitee in connection with investigating or defending Claims. This indemnity agreement will be in addition to any liability that Insurer may otherwise have.
By Insurer. The Insurer agrees to indemnify and hold harmless Principal Underwriter and its members, officers, employees or agents against any and all losses, claims, liabilities, and expenses which Principal Underwriter may incur arising out of or based upon requests, directions, actions or inactions of or by Principal Underwriter or its members, officers, employees or agents in carrying out Principal Underwriter’s obligations under this Agreement if and to the extent that such losses, claims, liabilities, and expenses do not fall within the scope of any applicable errors and omissions coverage for such party, unless such loss, claim, liability or expense arises from or is based upon the gross negligence, willful misconduct or breach of an SEC or FINRA rule of or by the Principal Underwriter or its members, officers, employees or agents.
By Insurer. The Insurer agrees to indemnify and hold harmless Principal Underwriter and its members, managers, officers, employees or agents against any and all losses, claims, liabilities, and expenses which Principal Underwriter may incur arising out of or based upon: (i) requests, directions, actions or inactions of or by Principal Underwriter or its members, officers, employees or agents in carrying out Principal Underwriter’s obligations under this Agreement, except to the extent such loss, claim, liability or expense arises from or is based upon the gross negligence, willful misconduct or conscious breach of an SEC or FINRA rule of or by the Principal Underwriter or its members, officers, employees or agents; (ii) any breach of this Agreement by Insurer, including without limitation, the representations and warranties contained in Section 3.e.; and (iii) any fees, assessments or charges of any kind that may be imposed by FINRA that are in addition to the levels of such items previously imposed by FINRA and resulting from Principal Underwriter’s entering into and/or performance of its obligations under this Agreement.
By Insurer. Insurer agrees to indemnify and hold harmless Underwriter and each of its directors and officers and each person, if any, who controls Underwriter within the meaning of Section 15 of the Securities Act (collectively, the "Indemnified Parties" for purposes of this Section 14(b)), against any and all losses, claims expenses, damages, liabilities (including amounts paid in settlement with the written consent of Insurer) or litigation (including legal and other expenses) to which the Indemnified Parties may become subject under any statute or regulation, at common law, or otherwise, insofar as such losses, claims expenses, damages, liabilities (or actions in respect thereof) or settlements:
By Insurer. This policy may be cancelled by the insurer delivering to the insured by mail, at the address of the insured set forth in the Schedule, written notice stating when, not less than thirty (30) days thereafter, the cancellation shall be effective. Proof of mailing or delivery of such notice shall be sufficient proof of notice and this policy shall be deemed cancelled as to all insureds at the date and hour specified in such notice. In case of cancellation of the policy by the insurer before the expiry of the Policy Period, and the reason for the cancellation is not due to the violation of the policy terms by the insured or an attempt to defraud the insurer by the insured, the insurer will return the insured the amount which the insurer would have charged from a similar insured in respect of the same type of insurance on the cancellation date, pro- rata to the remaining period up to the end of the Policy Period.
By Insurer. All completed applications and supporting documents are the sole property of Insurer and shall be retained by or on behalf of Insurer. Selling Group Member is authorized to recommend Sales Persons for appointment by Insurer to solicit sales of the Contracts.
