Common use of NSCC Clause in Contracts

NSCC. If transactions in Fund shares are to be settled through the National Securities Clearing Corporation’s (“NSCC”) Mutual Fund Settlement, Entry and Registration Verification (Fund/SERV) system, the following provisions shall apply: Each party to this Agreement represents that it or one of its affiliates has entered into the Standard Networking Agreement with the NSCC and it desires to participate in the programs offered by the NSCC Fund/SERV system which provide (i) an automated process whereby the shareholder purchases, redemptions, exchanges and transactions of mutual fund shares are executed through the Fund/SERV system, and (ii) a centralized and standardized communication system for the exchange of customer-level information and account activity through the Fund/SERV Networking system (“Networking”). For each Fund/SERV transaction, including a transaction establishing accounts with the Fund or its affiliate, the Insurer shall provide the Fund with all information necessary or appropriate to establish and maintain each Fund/SERV transaction (and any subsequent changes to such information), which the Company hereby certifies is and shall remain true and correct. The Insurer shall maintain documents required by the Fund to effect Fund/SERV transactions. Each instruction shall be deemed to be accompanied by a representation by the Insurer that it has received proper authorization from each person whose purchase, redemption, account transfer or exchange transaction is effected as a result of such instruction. The Insurer hereby agrees to indemnify the Adviser, the Distributor, their affiliates, and any Fund against losses, including reasonable attorney’s fees that may arise from liquidation, exchange, or transfer of only unissued shares upon the Insurer’s direction. Such indemnification applies only to transactions executed and settled as wire orders from information transmitted via NSCC Fund/SERV. The Insurer represents to the Funds, the Adviser, the Underwriter, and affiliates of the Adviser and the Underwriter that all such transactions will be authorized by its customers. Such indemnification shall not apply to any losses (including attorney’s fees) occasioned by a failure of the Adviser, the Distributor or their affiliates, or a Fund to comply with any of the Insurer’s instructions governing the liquidation, exchange, or transfer of only unissued shares, or any negligent act or omission of the Adviser, the Underwriter, their affiliates, a Fund, their employees or agents. The Adviser, the Underwriter or their affiliates may only accept transactions placed from the Insurer’s back office; transactions originating from any other location (including, without limitation of the foregoing, transactions placed through any broker/dealer branch office) may not be accepted. All transactions will be settled upon confirmation of the Insurer’s NSCC transmission to the Adviser, the Underwriter or their affiliate, or a Fund.

Appears in 4 contracts

Samples: Participation Agreement (Separate Account Va U), Participation Agreement (Separate Account VA AA), Participation Agreement (Separate Account Va V)

AutoNDA by SimpleDocs

NSCC. If transactions in Fund shares are to be settled through the National Securities Clearing Corporation’s 's ("NSCC") Mutual Fund Settlement, Entry and Registration Verification (Fund/SERV) system, the following provisions shall apply: Each party to this Agreement represents that it or one of its affiliates has entered into the Standard Networking Agreement with the NSCC and it desires to participate in the programs offered by the NSCC Fund/SERV system which provide (i) an automated process whereby the shareholder purchases, redemptions, exchanges and transactions of mutual fund shares are executed through the Fund/SERV system, and (ii) a centralized and standardized communication system for the exchange of customer-level information and account activity through the Fund/SERV Networking system ("Networking"). For each Fund/SERV transaction, including a transaction establishing accounts with the Fund or its affiliate, the Insurer Insurance Company shall provide the Fund with all information necessary or appropriate to establish and maintain each Fund/SERV transaction (and any subsequent changes to such information), which the Company hereby certifies is and shall remain true and correct. The Insurer Company shall maintain documents required by the Fund to effect Fund/SERV transactions. Each instruction shall be deemed to be accompanied by a representation by the Insurer Company that it has received proper authorization from each person whose purchase, redemption, account transfer or exchange transaction is effected as a result of such instruction. The Insurer Insurance Company hereby agrees to indemnify the Adviser, the Distributor, their affiliates, and any Fund against losses, including reasonable attorney’s 's fees that may arise from liquidation, exchange, or transfer of only unissued shares upon the Insurer’s Insurance Company's direction. Such indemnification applies only to transactions executed and settled as wire orders from information transmitted via NSCC Fund/SERV. The Insurer Insurance Company represents to the FundsFund, the Adviser, the Underwriter, and affiliates of the Adviser and the Underwriter that all such transactions will be authorized by its customers. Such indemnification shall not apply to any losses (including attorney’s 's fees) occasioned by a failure of the Adviser, the Distributor or their affiliates, or a the Fund to comply with any of the Insurer’s Insurance Company's instructions governing the liquidation, exchange, or transfer of only unissued shares, or any negligent act or omission of the Adviser, the Underwriter, their affiliates, a the Fund, their employees or agents. The Adviser, the Underwriter or their affiliates may only accept transactions placed from the Insurer’s Insurance Company's back office; transactions originating from any other location (including, without limitation of the foregoing, transactions placed through any broker/dealer branch office) may not be accepted. All transactions will be settled upon confirmation of the Insurer’s Insurance Company's NSCC transmission to the Adviser, the Underwriter or their affiliate, or a the Fund.

Appears in 1 contract

Samples: Participation Agreement (Separate Account Va-K of Commonwealth Annuity & Life Insurance Co)

NSCC. If transactions in Fund shares are to be settled through the National Securities Clearing Corporation’s (“NSCC”) Mutual Fund Settlement, Entry and Registration Verification (Fund/SERV) system, the following provisions shall apply: Each party to this Agreement represents that it or one of its affiliates has entered into the Standard Networking Agreement with the NSCC and it desires to participate in the programs offered by the NSCC Fund/SERV system which provide (i) an automated process whereby the shareholder purchases, redemptions, exchanges and transactions of mutual fund shares are executed through the Fund/SERV system, and (ii) a centralized and standardized communication system for the exchange of customer-level information and account activity through the Fund/SERV Networking system (“Networking”). For each Fund/SERV transaction, including a transaction establishing accounts with the Fund or its affiliate, the Insurer Company shall provide the Fund with all information necessary or appropriate to establish and maintain each Fund/SERV transaction (and any subsequent changes to such information), which the Company hereby certifies is and shall remain true and correct. The Insurer Company shall maintain documents required by the Fund to effect Fund/SERV transactions. Each instruction shall be deemed to be accompanied by a representation by the Insurer Company that it has received proper authorization from each person whose purchase, redemption, account transfer or exchange transaction is effected as a result of such instruction. The Insurer hereby agrees to indemnify the Adviser, the Distributor, their affiliates, and any Fund against losses, including reasonable attorney’s fees that may arise from liquidation, exchange, or transfer of only unissued shares upon the Insurer’s direction. Such indemnification applies only to transactions executed and settled as wire orders from information transmitted via NSCC Fund/SERV. The Insurer represents to the Funds, the Adviser, the Underwriter, and affiliates of the Adviser and the Underwriter that all such transactions will be authorized by its customers. Such indemnification shall not apply to any losses (including attorney’s fees) occasioned by a failure of the Adviser, the Distributor or their affiliates, or a Fund to comply with any of the Insurer’s instructions governing the liquidation, exchange, or transfer of only unissued shares, or any negligent act or omission of the Adviser, the Underwriter, their affiliates, a Fund, their employees or agents. The Adviser, the Underwriter or their affiliates may only accept transactions placed from the Insurer’s back office; transactions originating from any other location (including, without limitation of the foregoing, transactions placed through any broker/dealer branch office) may not be accepted. All transactions will be settled upon confirmation of the Insurer’s NSCC transmission to the Adviser, the Underwriter or their affiliate, or a Fund.

Appears in 1 contract

Samples: Participation Agreement (Separate Account Va Bny)

AutoNDA by SimpleDocs

NSCC. If transactions in Fund shares are to be settled through the National Securities Clearing Corporation’s (“NSCC”) Mutual Fund Settlement, Entry and Registration Verification (Fund/SERV) system, the following provisions shall apply: Each party to this Agreement represents that it or one of its affiliates has entered into the Standard Networking Agreement with the NSCC and it desires to participate in the programs offered by the NSCC Fund/SERV system which provide (i) an automated process whereby the shareholder purchases, redemptions, exchanges and transactions of mutual fund shares are executed through the Fund/SERV system, and (ii) a centralized and standardized communication system for the exchange of customer-level information and account activity through the Fund/SERV Networking system (“Networking”). For each Fund/SERV transaction, including a transaction establishing accounts with the Fund or its affiliate, the Insurer shall provide the Fund with all information necessary or appropriate to establish and maintain each Fund/SERV transaction (and any subsequent changes to such information), which the Company Insurer hereby certifies is and shall remain true and correct. The Insurer shall maintain documents required by the Fund to effect Fund/SERV transactions. Each instruction shall be deemed to be accompanied by a representation by the Insurer that it has received proper authorization from each person whose purchase, redemption, account transfer or exchange transaction is effected as a result of such instruction. The Insurer hereby agrees to indemnify the Adviser, the Distributor, their affiliates, and any Fund against losses, including reasonable attorney’s fees that may arise from liquidation, exchange, or transfer of only unissued shares upon the Insurer’s direction. Such indemnification applies only to transactions executed and settled as wire orders from information transmitted via NSCC Fund/SERV. The Insurer represents to the Funds, the Adviser, the Underwriter, and affiliates of the Adviser and the Underwriter that all such transactions will be authorized by its customers. Such indemnification shall not apply to any losses (including attorney’s fees) occasioned by a failure of the Adviser, the Distributor or their affiliates, or a Fund to comply with any of the Insurer’s instructions governing the liquidation, exchange, or transfer of only unissued shares, or any negligent act or omission of the Adviser, the Underwriter, their affiliates, a Fund, their employees or agents. The Adviser, the Underwriter or their affiliates may only accept transactions placed from the Insurer’s back office; transactions originating from any other location (including, without limitation of the foregoing, transactions placed through any broker/dealer branch office) may not be accepted. All transactions will be settled upon confirmation of the Insurer’s NSCC transmission to the Adviser, the Underwriter or their affiliate, or a Fund.

Appears in 1 contract

Samples: Participation Agreement (WRL Series Life Account)

Time is Money Join Law Insider Premium to draft better contracts faster.