Common use of Indemnification by Underwriter Clause in Contracts

Indemnification by Underwriter. The Underwriter hereby agrees to indemnify and to hold harmless the Dealer and each person, if any, who controls the Dealer within the meaning of Section 15 of the Securities Act of 1933 (the "1933 Act") or Section 20(a) of the 1934 Act and their respective successors and assigns (hereinafter in this paragraph separately and collectively referred to as the "Defendants") from and against any and all losses, claims, demands or liabilities (or actions in respect thereof), joint or several, to which the Defendants may become subject under the 1933 Act, at common law or otherwise (including any legal or other expense reasonably incurred in connection therewith), insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon (i) any untrue or allegedly untrue statement of a material fact contained in the then current Prospectus (and/or Statement of Additional Information, if any) of the Funds or arise out of or are based upon the omission or alleged omission to state therein a material fact that is required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, or arise out of any claim based upon any Approved Supplemental Sales Literature, or (ii) the failure of Underwriter or its officers, directors, employees or agents to comply with any applicable provisions of this Agreement; provided that this indemnity agreement is subject to the condition that notice be given as provided below.

Indemnification by Underwriter. The Underwriter hereby agrees to indemnify and to hold harmless the Dealer Dealer, each of its directors, officers or employees and each person, if any, who controls the Dealer within the meaning of Section 15 of the Securities Act of 1933 (the "1933 Act") or Section 20(a) of the 1934 Act and their respective successors and assigns (hereinafter in this paragraph separately and collectively referred to as the "Defendants") from and against any and all losses, claims, demands or liabilities (or actions in respect thereof), joint or several, to which the Defendants may become subject under the 1933 Act, at common law or otherwise (including any legal or other expense reasonably incurred in connection therewith), insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon upon: (i) any untrue or allegedly untrue statement of a material fact contained in the then current Prospectus (and/or Statement of Additional Information, if any) of the Funds any Variable Contract or arise out of or are based upon the omission or alleged omission to state therein a material fact that is required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not nor misleading, or arise out of any claim based upon any Approved Supplemental Sales Literature, or (ii) the failure of Underwriter or its officers, directors, employees or agents to comply with any applicable provisions of this Agreement; provided that this indemnity agreement is subject to the condition that notice be given as provided below.

Indemnification by Underwriter. The Underwriter hereby agrees to indemnify and to hold harmless the Dealer Dealer, each of its directors, officers or employees and each person, if any, who controls the Dealer within the meaning of Section 15 of the Securities Act of 1933 (the "1933 Act") or Section 20(a) of the 1934 Act and their respective successors and assigns (hereinafter in this paragraph separately and collectively referred to as the "Defendants") from and against any and all losses, claims, demands or liabilities (or actions in respect thereof), joint or several, to which the Defendants may become subject under the 1933 Act, at common law or otherwise (including any legal or other expense reasonably incurred in connection therewith), insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon upon: (i) any untrue or allegedly untrue statement of a material fact contained in the then current Prospectus (and/or Statement of Additional Information, if any) of the Funds any Variable Contract or arise out of or are based upon the omission or alleged omission to state therein a material fact that is required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not nor misleading, or arise out of any claim based upon any Approved Supplemental Sales Literature, or (ii) the failure of Underwriter or its officers, directors, employees or agents to comply with any applicable provisions of this Agreement; provided that this indemnity agreement is subject to the condition that notice be given as provided below.