Common use of Indemnification by Adviser Clause in Contracts

Indemnification by Adviser. ADVISER agrees to indemnify and hold harmless LIFE COMPANY and each of its directors, officers, employees, and agents and each person, if any, who controls LIFE COMPANY within the meaning of Section 15 of the `33 Act (collectively, the "Indemnified Parties" for the purposes of this Article VII) against any and all losses, claims, damages, liabilities (including amounts paid in settlement with the written consent of ADVISER which consent shall not be unreasonably withheld) 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, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale or acquisition of FUND's shares or the Variable Contracts and:

Appears in 10 contracts

Samples: Participation Agreement (Life of Virginia Separate Account 4), Fund Participation Agreement (Ge Capital Life Separate Account Ii), Participation Agreement (Life of Virginia Separate Account Iii)

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Indemnification by Adviser. ADVISER agrees to indemnify and hold harmless LIFE COMPANY and each of its directors, officers, employees, and agents and each person, if any, who controls LIFE COMPANY within the meaning of Section 15 of the `33 Act (collectively, the "Indemnified Parties" for the purposes of this Article VII) against any and all losses, claims, damages, liabilities (including amounts paid in settlement with the written consent of ADVISER which consent shall not be unreasonably withheld) or litigation (including reasonable 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, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale or acquisition of FUND's shares or the Variable Contracts and:

Appears in 4 contracts

Samples: Service Agreement (Galic of New York Separate Account I), Fund Participation Agreement (Annuity Investors Variable Account A), Fund Participation Agreement (Annuity Investors Variable Account A)

Indemnification by Adviser. ADVISER agrees to indemnify and hold harmless LIFE COMPANY and each of its directors, officers, employees, and agents and each person, if any, who controls LIFE COMPANY within the meaning of Section 15 of the `'33 Act (collectively, the "Indemnified Parties" for the purposes of this Article VII) against any and all losses, claims, damages, liabilities (including amounts paid in settlement with the written consent of ADVISER which consent shall not be unreasonably withheld) 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, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale or acquisition of FUND's shares or the Variable Contracts and:

Appears in 3 contracts

Samples: Fund Participation Agreement (Mony Variable Account L), Fund Participation Agreement (Fulcrum Separate Account of First Allmerica Fin Life Ins Co), Fund Participation Agreement (Fulcrum Separate Account Allmerica Fin Life Ins & Annuity Co)

Indemnification by Adviser. ADVISER agrees to indemnify and hold harmless LIFE COMPANY the Company and each of its directors, officers, employees, and agents and each person, if any, who controls LIFE the COMPANY within the meaning of Section 15 of the `'33 Act (collectively, the "Indemnified Parties" for the purposes of this Article VII) against any and all losses, claims, damages, liabilities (including amounts paid in settlement with the written consent of ADVISER which consent shall not be unreasonably withheld) 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, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale or acquisition acquisitions of FUND's shares or the Variable Contracts and:

Appears in 2 contracts

Samples: Fund Participation Agreement (Great American Reserve Variable Annuity Account G), Fund Participation Agreement (Great American Reserve Insurance Co)

Indemnification by Adviser. ADVISER agrees to indemnify and hold harmless LIFE COMPANY and each of its directors, officers, employees, and agents and each person, if any, who controls LIFE COMPANY within the meaning of Section 15 of the `'33 Act (collectively, the "Indemnified Parties" for the purposes of this Article VII") against any and all losses, claims, damages, liabilities (including amounts paid in settlement with the written consent of ADVISER which consent shall not be unreasonably withheld) or litigation or threatened 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, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale or acquisition of FUNDTRUST's shares or the Variable Contracts and:

Appears in 2 contracts

Samples: Fund Participation Agreement (Sun Life (N.Y.) Variable Account J), WRL Series Life Corporate Account

Indemnification by Adviser. ADVISER agrees to indemnify and hold harmless LIFE COMPANY and each of its directors, officers, employees, and agents and each person, if any, who controls LIFE COMPANY within the meaning of Section 15 of the `'33 Act (collectively, the "Indemnified Parties" for the purposes of this Article VII) against any and all losses, claims, damages, liabilities (including amounts paid in settlement with the written consent of ADVISER which consent shall not be unreasonably withheld) 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, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale or acquisition of FUND's shares or the Variable Contracts andsettlements:

Appears in 2 contracts

Samples: Participation Agreement (Aul American Individual Unit Trust), Fund Participation Agreement (Aul American Unit Trust)

Indemnification by Adviser. ADVISER agrees to indemnify and hold harmless LIFE COMPANY and each of its directors, officers, employees, and agents and each person, if any, who controls LIFE COMPANY within the meaning of Section 15 of the `33 Act (collectively, the "Indemnified Parties" for the purposes of this Article VII) against any and all losses, claims, damages, liabilities (including amounts paid in settlement with the written consent of ADVISER which consent shall not be unreasonably withheld) 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, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale or acquisition of FUND's shares or the Variable Contracts and:

Appears in 1 contract

Samples: Fund Participation Agreement (PBHG Insurance Series Fund Inc)

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Indemnification by Adviser. ADVISER agrees to indemnify and hold harmless LIFE COMPANY and each of its directors, officers, employees, and agents and each person, if any, who controls LIFE COMPANY within the meaning of Section 15 of the `33 Act (collectively, the "Indemnified Parties" for the purposes of this Article VII") against any and all losses, claims, damages, liabilities (including amounts paid in settlement with the written consent of ADVISER which consent shall not be unreasonably withheld) or litigation (including reasonable 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, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale or acquisition of FUNDTRUST's shares or the Variable Contracts and:

Appears in 1 contract

Samples: Fund Participation Agreement (Annuity Investors Variable Account B)

Indemnification by Adviser. ADVISER agrees to indemnify and hold harmless LIFE the COMPANY and each of its directors, officers, employees, and agents and each person, if any, who controls LIFE the COMPANY within the meaning of Section 15 of the `33 Act (collectively, the "Indemnified Parties" for the purposes of this Article VII) against any and all losses, claims, damages, liabilities (including amounts paid in settlement with the written consent of ADVISER which consent shall not be unreasonably withheld) 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, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale or acquisition of FUND's TRUST’s shares or the Variable Contracts and:

Appears in 1 contract

Samples: Fund Participation Agreement (Prudential Discovery Premier Group Variable Contract Account)

Indemnification by Adviser. ADVISER agrees to indemnify and hold harmless LIFE COMPANY and its affiliates and each of its directors, officers, employees, and agents and each person, if any, who controls LIFE COMPANY within the meaning of Section 15 of the `33 Act (collectively, the "Indemnified Parties" for the purposes of this Article VII") against any and all losses, claims, damages, liabilities (including amounts paid in settlement with the written consent of ADVISER which consent shall not be unreasonably withheld) or litigation or threatened 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, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale or acquisition of FUNDTRUST's shares or the Variable Contracts and:

Appears in 1 contract

Samples: Fund Participation Agreement (FSL Separate Account M)

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