SELLING AGREEMENT
AGREEMENT, made on this ________ day of __________________, 19___, by and
between Ameritas Variable Life Insurance Company ("AVLIC"), a Nebraska
Corporation,; Ameritas Life Insurance Corp.; ("Ameritas"), a Nebraska
Corporation; Ameritas Investment Corp., a Nebraska Corporation, and
________________________ ("Broker/Dealer") a _________________ Corporation.
WHEREAS, AVLIC issues certain variable insurance policies ("Policies"),
described in this Agreement, which are deemed securities under the Securities
Act of 1933, ("1993 Act"); and
WHEREAS, Ameritas issues traditional life insurance and annuity policies
(also referred to as "Policies"); and a listing of such policies is attached
hereto as Exhibit B, and is incorporated herein by this reference: and
WHEREAS, Ameritas Investment Corp. is duly licensed as a Broker/Dealer with
the National Association of Securities Dealers, Inc. ("NASD") and the Securities
and Exchange Commission ("SEC") and,
WHEREAS, Broker/Dealer is duly licensed as a Broker/Dealer with the NASD
and the SEC, and
WHEREAS, AVLIC has appointed Ameritas Investment Corp. as the Underwriter
of the Policies and has vested Ameritas Investment Corp. with the authority and
responsibility for training and supervising its registered representatives, and
WHEREAS, AVLIC proposes to have Broker/Dealers representatives
("Representative(s)") who are also duly licensed insurance agents solicit sales
of the Policies, and
WHEREAS, Ameritas Investment Corp. delegates to Broker/Dealer, to the
extent legally permitted, training and certain administrative responsibilities
and duties,
NOW, THEREFORE, in consideration of the premises and mutual promises
contained herein, the parties hereto agree as follows:
A. APPOINTMENT
AVLIC, Ameritas, and Ameritas Investment Corp. hereby appoint Broker/Dealer
to supervise solicitations of the Policies, and to facilitate solicitations of
sales of the Policies which are described in Exhibit A and Exhibit B, which are
attached hereto and incorporated by reference.
B. REPRESENTATIONS
1. Ameritas Investment Corp., AVLIC, Ameritas, and Broker/Dealer each
represents to the other, that it and the undersigned officers have full power
and authority to enter into this Agreement.
2. Ameritas Investment Corp. represents to Broker/Dealer that it is
registered as a Broker/Dealer under the Securities Exchange Act of 1934 ("1934
Act") and under the Blue Sky Laws of each jurisdiction in which such
registration is required for the sale of the Policies; and, that Ameritas
Investment Corp. is a member of the NASD.
3. Broker/Dealer represents to Ameritas Investment Corp. that it is
registered as a Broker/Dealer under the 1934 Act and under the Blue Sky Laws of
each jurisdiction in which such registration is required for the sale of the
Policies; and, that Broker/Dealer is a member of the NASD.
4. AVLIC presents to Broker/Dealer that the Policies, including related
separate accounts, shall comply with the registration and all other applicable
requirements of the 1933 Act and the Investment Company Act of 1940, and the
rules and regulations thereunder, including the terms of any order of the SEC
with respect thereto.
5. Ameritas represents to Broker/Dealer that it is licensed to issue
insurance in certain states, a listing of said states to be provided to
Broker/Dealer with this Agreement.
6. Ameritas represents to Broker/Dealer that the Policies it issues have
been duly filed and approved by the state insurance departments in those
jurisdictions where it is authorized to transact business.
7. AVLIC represents to Broker/Dealer that the Policy prospectus included
in AVLIC's Registration Statement as described in Exhibit A and in post-
effective amendments thereto, and any supplements thereto, as filed or to be
filed with the SEC, as of their respective effective dates, contain or will
contain, all statements and information which are required to be stated therein
by the 1933 Act and in all respects conform or will conform, to the
requirements thereof, and neither any prospectus, nor any supplement thereof,
includes or will include, any untrue statement of a material fact, or omits or
will omit to state any material fact required to be stated therein or necessary
to make the statements therein not misleading; provided, however, that the
foregoing representations shall not apply to information contained in or omitted
from any prospectus or supplement in reliance upon, and in conformity with,
written information furnished to AVLIC by Broker/Dealer specifically for use in
the preparation thereof. The foregoing representations also shall not apply to
information contained in or omitted from any prospectus or supplement of any
underlying mutual fund.
C. COMPLIANCE WITH NASD RULES OF FAIR PRACTICE AND FEDERAL AND STATE
SECURITIES AND STATE INSURANCE LAWS
Broker/Dealer agrees to abide by all rules and regulations of the NASD,
including its Rules of Fair Practice, and to comply with all applicable state
and federal laws and the rules and regulations of authorized regulatory agencies
affecting the sale of the Policies.
D. LICENSING AND/OR APPOINTMENT OF REPRESENTATIVES
Broker/Dealer shall assist AVLIC, Ameritas, and Ameritas Investment Corp.
in the licensing and/or appointment of Representatives under applicable
insurance laws to sell the Policies. Broker/Dealer shall fulfill all
requirements set forth below in conjunction with the submission of
licensing/appointment papers for all applicants as insurance agents of AVLIC and
Ameritas. All such licensing/appointment papers should be submitted by the
Broker/Dealer to AVLIC or Ameritas as it may from time to time request.
Broker/Dealer understands that AVLIC and Ameritas reserves the right to refuse
to appoint any Representative or, once appointed, to thereafter terminate the
same.
Further, Broker/Dealer hereby certifies and represents to AVLIC, Ameritas
Investment Corp., and Ameritas that all the following requirements will be
fulfilled by the Broker/Dealer in conjunction with the submission of
licensing/appointment papers for all applicants as agents of AVLIC and/or
Ameritas. Broker/Dealer will, upon request, forward proof of compliance with
same to AVLIC or Ameritas Investment Corp., or Ameritas in a timely manner.
1. Broker/Dealer has made a thorough and diligent inquiry and investigation
relative to each applicant's identity, residence and business reputation and
declares that each applicant is personally known to the Broker/Dealer, has been
examined by it, is known to be of good moral character, has a good business
reputation, is reliable, is financially responsible and is worthy of a
securities and a life insurance license. Each individual is trustworthy,
competent and qualified to act as an agent for AVLIC and/or Ameritas and to hold
himself or herself out in good faith to the general public. The Broker/Dealer
vouches for each applicant.
2. Broker/Dealer has on file all forms required by the NASD, state
insurance, and securities licensing authorities, which forms have been completed
by each applicant. Broker/Dealer has fulfilled all the necessary investigative
requirements for the registration of each applicant as a registered
representative through the Broker/Dealer, and each applicant is presently
registered as an NASD registered representative and licensed with applicable
state licensing authorities. The above information in the Broker/Dealer files
indicates no fact or condition which would disqualify the applicant from
receiving or maintaining a securities or life insurance license and all the
findings of all investigative information are favorable.
3. Broker/Dealer certifies that all educational requirements have been met
for all states for which the applicant is requesting a securities or life
insurance license, and that all such persons have fulfilled the appropriate
examination, education and training requirements.
4. If the applicant is required to submit his picture, his signature, and
securities registration in the state in which he is applying for a securities
or life insurance license, Broker/Dealer certifies that those items forwarded to
AVLIC, Ameritas Investment Corp, or Ameritas are those of the applicant and the
securities registration is a true copy of the original.
5. Broker/Dealer hereby warrants that the applicant is not applying for
a securities or life insurance license with AVLIC in order to place insurance
chiefly and solely on his life or lives of his relatives.
6. Broker/Dealer certifies that each applicant will receive close and
adequate supervision in connection with the sale of policies issued by Ameritas,
and/or AVLIC, and that the Broker/Dealer will make inspections when needed of
any or all risks written by these applicants, to the end that the insurance
interest of the public will be properly protected.
7. Broker/Dealer will not permit any applicant to act as a life insurance
agent until duly licensed therefore. No applicants have been given a contact or
furnished supplies, nor have any applicants been permitted to write, solicit
business, or act as an agent in any capacity, and they will not be so permitted
until they have met the licensing and appointment requirements of relevant
states' laws.
E. SUPERVISION OF REPRESENTATIVE
Broker/Dealer, shall have full responsibility for the training and
supervision of all Representatives associated with Broker/Dealer who are engaged
directly or indirectly in the offer or sale of the Policies and all such persons
shall be subject to the control of Broker/Dealer with respect to such persons'
activities in connection with the sale of the Policies. Broker/Dealer shall
comply with the administrative procedures of AVLIC and/or Ameritas involving
federal securities law and state insurance law. Before Representatives engage in
the solicitation of applications for the Policies, the Broker/Dealer will cause
(1) the Representatives to be trained in the sale of the Policies: (2) the
Representatives to qualify under applicable federal and state laws to engage
in the sale of the Policies; (3) the Representatives to be registered
representatives of Broker/Dealer and (4) will cause such Representatives to
limit solicitation of applications for the Policies to jurisdictions where
AVLIC or Ameritas has authorized such solicitation. Broker/Dealer shall cause
such Representatives' qualifications to be certified to the satisfaction of
Ameritas Investment Corp. or AVLIC , or Ameritas and shall notify Ameritas
Investment Corp. if such Representative ceases to be a registered representative
of Broker/Dealer. Broker/Dealer shall also cause all sales of the policies to
be reviewed for suitability as provided for in the rules of the NASD.
Broker/Dealer is specifically charged with the responsibility of supervising
and reviewing Representative's use of sales literature and advertising and all
other communications with the public in connection with the Policies. Upon
request by Ameritas Investment Corp., Broker/Dealer shall furnish appropriate
records or other documentation to evidence Broker/Dealer's diligent supervision.
F. NOTICE OF REPRESENTATIVE'S NONCOMPLIANCE
In the event a Representative fails or refuses to submit to supervision of
Broker/Dealer or otherwise fails to meet the rules and standards imposed by
Broker/Dealer or its Representatives, Broker/Dealer shall certify such fact to
Ameritas Investment Corp. and shall immediately notify such Representative that
he or she is no longer authorized to sell the Policies, and Broker/Dealer shall
take whatever additional action may be necessary to terminate the sales
activities of such Representative relating to the Policies.
G. PROSPECTUSES, SALES PROMOTION MATERIAL AND ADVERTISING
Broker/Dealer shall be provided, without any expense to Broker/Dealer, with
prospectuses for AVLIC's 1933 Act Registration Statement as described in Exhibit
A, any post-effective amendments or supplements thereto, and the 1933 Act
Registration Statement for the underlying mutual funds and any post-effective
amendments or supplements thereto, or other such prospectuses as may be needed
to properly solicit the Policies and such other material as Ameritas Investment
Corp. determines to be necessary or desirable for use in connection with sales
of the Policies. No sales promotion materials or advertising relating to the
Policies shall be used by Broker/Dealer unless the specific item has been
approved in writing by Ameritas Investment Corp. No representations in
connection with the sales of the Policies, other than those contained in the
Prospectus, sales promotion materials or advertising applicable to the Policies
which have been preapproved in writing by Ameritas Investment Corp., shall be
made by the Broker/Dealer or its Representatives.
H. SECURING APPLICATIONS
All applications for Policies shall be made on application forms supplied
by AVLIC or Ameritas. Broker/Dealer will review all sales for suitability and
all applications for completeness and correctness as to form. Broker/Dealer will
cause all complete and correct applications for suitable transactions to be
promptly forwarded to AVLIC or Ameritas, together with any payments received
with the applications, without deduction for compensation. AVLIC or Ameritas
reserves the right to reject any Policy application and turn any payment made in
connection with an application which is rejected. Policies issued on accepted
applications by AVLIC and/or Ameritas will be forwarded to the owner of the
policy ("Policyowner") in accordance with the administrative procedures of
AVLIC.
I. PAYMENTS RECEIVED BY BROKER/DEALER
All premium payments (hereinafter collectively referred to as ("Payments")
are the property of AVLIC and shall be transmitted to AVLIC or Ameritas by
Broker/Dealer immediately in accordance with the administrative procedures of
AVLIC and/or Ameritas, without any deduction or offset for any reason, including
by example but not limitation, any deduction or offset for compensation claimed
by Broker/Dealer. CHECKS SHALL BE MADE PAYABLE TO THE ORDER OF "AMERITAS
VARIABLE LIFE INSURANCE COMPANY" or "AMERITAS LIFE INSURANCE CORP," as
applicable.
J. COMMISSIONS PAYABLE
Commissions payable in connection with the policies shall be paid to the
Broker/Dealer or, at the request and with the permission of the Broker/Dealer,
in the states listed on Schedule E, to the Broker/Dealer or to a Compensation
Administrator on behalf of the Broker/Dealer's Registered Representative.
Broker/Dealer's request and permission must be in writing. In those instances
where the Broker/Dealer or a Compensation Administrator receives commissions on
behalf of the Registered Representative or shares commissions with the
Registered Representative, the Broker/Dealer will remain responsible as set out
herein, for recordkeeping, training, state licensing, and supervising the
Registered Representative's activities for compliance with the Federal and State
Securities Laws, State Insurance Laws, and the NASD Rules. These commissions
will be paid as a percentage of payments received in cash or other legal tender
and accepted by AVLIC and/or Ameritas on applications obtained by the
Representatives of the Broker/Dealer. Upon termination of this Agreement,
all compensation to the Broker/Dealer hereunder shall cease; however,
Broker/Dealer shall continue to be liable for any chargebacks pursuant to
Sections M and N of this Agreement or for any other amounts advanced by or
otherwise due Ameritas Investment Corp., AVLIC, or Ameritas. We reserve the
right to pay reduced commission if a new policy is issued and an existing
policy on the same life is terminated or lapses (a) within six months prior to
the date of the application for the new policy; or (b) within twelve months
after the issue date of the new policy.
K. TIME OF PAYMENT
Ameritas Investment Corp. or Ameritas shall pay any compensation due
Broker/Dealer in a timely manner.
L. CHANGE OF COMMISSION SCHEDULE
AVLIC or Ameritas may, upon at least sixty (60) days prior written notice
to Broker/Dealer, change the Commission Schedules. Any such change shall be by
written amendment of the particular schedule or schedules and shall apply to
compensation due on applications received by AVLIC or Ameritas on or after the
effective date of such change.
M. FINANCIAL PLANNING OR OTHER FEES
Neither Broker/Dealer nor any Representative associated with Broker/Dealer
may accept from any individual or entity any share of financial planning or
other fee income, either directly or indirectly derived from the sale of
Policies sold pursuant to this Agreement, unless permitted to do so by Federal
law and State law of the State in which the Broker/Dealer or Representative(s)
is/are licensed to do business. It shall be the sole responsibility of
Broker/Dealer to ensure that all Representatives associated with Broker/Dealer
do not accept such income.
If Federal law and the State law of the State in which the Broker/Dealer or
Representative(s) is/are licensed to do business permits an insurance agent to
accept commission payments and financial planning or other fee income from the
sale of a Policy it shall be the sole responsibility of Broker/Dealer, before
accepting such a fee or permitting Representative to accept such fees, to ensure
that Broker/Dealer and each Representative associated with it have
secured any and all licenses necessary to charge fees as may be required by
Federal law, by Ameritas, or by the laws of the State or States in which
Broker/Dealer or Representative is licensed to solicit insurance.
N. CANCELLATION OF POLICY
If AVLIC or Ameritas is required to refund premiums or return accumulation
values and waive surrender charges on any Policy for any reason; then, no
commission will be payable with respect to said Payments and any commission
previously paid for said Payments must be refunded to Ameritas Investment Corp.
If AVLIC or Ameritas is required to pay a death benefit on an annuity policy
(the greater of the premiums paid or the accumulation value to the policy
beneficiary without surrender or withdrawal charges) within one year of the
policy date and the death was not accidental, AVLIC, AIC or Ameritas may, in its
sole discretion, require the refund of the commission paid. Ameritas Investment
Corp. agrees to notify Broker/Dealer within thirty (30) days after it receives
notice from AVLIC or Ameritas of any premium refund or a commission chargeback.
Any refund of commission which Broker/Dealer must make under this Section shall
be netted (charged back) against Broker/Dealer's next month's commissions.
Broker/Dealer shall be liable for any commission refund in excess of commissions
payable to Broker/Dealer.
0. HOLD HARMLESS AND INDEMNIFICATION PROVISIONS
1. AVLIC will indemnify and hold harmless Broker/Dealer from any and all
losses, claims, damages or liabilities for actions in respect thereof, to which
Broker/Dealer may become subject, insofar as such losses, claims, damages or
liabilities (or actions in respect thereof) arise out of or are based upon any
untrue statement of any material fact contained in the prospectus or AVLIC
prepared sales or advertising material for any of the Policies or any amendment
or supplement thereto, or arise out of or are based upon the omission or alleged
omission to state therein a material fact required to be stated therein or
necessary to make the statements therein not misleading; and will provide
Broker/Dealer with appropriate legal representation in connection with
investigating or defending against such loss, claim, damage, liability or action
in respect thereof; provided, however, that AVLIC shall not be liable in any
such case to the extent that any such loss, claim, damage or liability arises
out of or is based upon an untrue statement or omission or alleged omission made
in the prospectus for any of the Policies or any amendment or supplement or the
related mutual fund prospectus and statement of additional information or any
amendment or supplement of the related mutual fund prospectus and statement of
additional information or any amendment of supplement in reliance upon and in
conformity with information furnished by Broker/Dealer specifically for use in
the preparation thereof.
AVLIC shall not indemnify Broker/Dealer for any action where an applicant
for any of the Policies was not furnished or sent or given, at or prior to
written confirmation of the sale of the Policies, a copy of the appropriate
prospectus together with the related mutual fund prospectus, the fund statement
or additional information if requested, and any supplements or amendments to
either furnished to Broker/Dealer by AVLIC.
The foregoing indemnities shall, upon the same terms and conditions.,
extend to and insure to the benefit of each director and officer of
Broker/Dealer and any person controlling Broker/Dealer.
2. Ameritas, AVLIC and Ameritas Investment Corp. shall indemnify and hold
harmless Broker/Dealer against any losses, claims, damages or liabilities (or
actions in respect thereof), to which Broker/Dealer may become subject, insofar
as such losses, claims, damages or liabilities (or actions in respect thereof)
result from negligent, fraudulent or unauthorized acts or omissions by Ameritas,
AVLIC and Ameritas Investment Corp. or their employees.
The foregoing indemnities shall, upon the same terms and conditions, extend
to and inure to the benefit of each director and officer of Broker/Dealer and
any person controlling Broker/Dealer.
3. Broker/Dealer shall indemnify and hold harmless Ameritas Investment
Corp., AVLIC and Ameritas from any and all losses, claims, damages or
liabilities (or actions in respect thereof) to which Ameritas Investment Corp.,
AVLIC or Ameritas may be subject, insofar as such losses, claims, damages or
liabilities (or actions in respect thereof) arise out of or result from
negligent, improper, fraudulent or unauthorized acts or omissions by
Broker/Dealer, its employees or sales personnel or principals, including but not
limited to improper solicitations of applications for the Policies.
Broker/Dealer shall indemnify and hold harmless Ameritas Investment
Corp., AVLIC or Ameritas for any losses, claims, damages or liabilities (or
actions in respect thereof) to which Ameritas Investment Corp., AVLIC or
Ameritas may become subject, insofar as the losses, claims, damages or
liabilities (or actions in respect thereof) arise out of or are based upon any
unauthorized use of sales materials or advertisements or any oral or written
misrepresentations or any unlawful sales practices concerning the Policies or
underlying mutual fund shares, by Broker/Dealer.
The foregoing indemnities shall, upon the same terms and conditions, extend
to and inure to the benefit of each director and officer of Ameritas Investment
Corp., AVLIC and Ameritas and any person controlling Ameritas Investment Corp.,
AVLIC or Ameritas. The foregoing indemnities shall not extend to losses, claims,
damages or liabilities (or actions in respect thereto) arising out of death
claims related to the mortality risks of the Policies.
4. Promptly after receipt by an indemnified party of notice of the
commencement of any action, such indemnified party shall, if a claim is to be
made against the indemnifying party, notify the indemnifying party in writing of
the commencement thereof; but the omission so to notify the indemnifying party
shall not relieve it from any liability which it may otherwise have to any
indemnified party. In case any such action shall be brought against any
indemnified party, and it shall notify the indemnifying party of the
commencement thereof, the indemnifying party shall be entitled to participate
in, and, to the extent that it shall wish, jointly with any other indemnifying
party, similarly notified, to assume the defense thereof, with counsel
satisfactory to such indemnified party. After notice from the indemnifying party
to such indemnified party of its election so to assume the defense thereof, the
indemnifying party shall not be liable to such indemnified party for any legal
or other expense subsequently incurred by such indemnified party in connection
with the defense thereof other than reasonable costs of investigation.
P. NON-ASSIGNABILITY PROVISION
This Agreement may not be assigned by any party except by mutual consent.
Q. NON-WAIVER PROVISION
Failure of any party to terminate this Agreement for any of the causes set
forth in this Agreement will not institute a waiver, of the right to terminate
this Agreement at a later time for any of these causes.
R. AMENDMENTS
No amendment to this Agreement will be effective unless it is in writing
and signed by all the parties hereto.
S. INDEPENDENT CONTRACTORS
Broker/Dealer and its Representatives are independent contractors with
respect to AVLIC, Ameritas and Ameritas Investment Corp.
T. NOTIFICATION OF DISCIPLINARY PROCEEDINGS
Broker/Dealer agrees to notify Ameritas Investment Corp. in a timely
fashion of any disciplinary proceedings against any of Broker/Dealer's
Representatives soliciting sales of the Policies or any threatened or filed
arbitration action or civil litigation arising out of Broker/Dealer's
solicitation of the Policies.
U. BOOKS AND RECORDS
AVLIC, Ameritas Investment Corp., Ameritas and Broker/Dealer agree to
maintain the books, accounts and records so as to clearly and accurately
disclose the nature and details of transactions and to assist each other in the
timely preparation of records. Ameritas Investment Corp. and Broker/Dealer shall
each submit such records to the regulatory and administrative bodies which have
jurisdiction over AVLIC, Ameritas or the underlying mutual fund shares. Each
party to this Agreement shall promptly furnish to the other party any reports
and information which the other party may request for the purpose of meeting its
reporting and recordkeeping requirements under the insurance laws of any state,
and under the federal and state securities laws or the rules of the NASD.
V. CONFIRMATIONS
Upon or prior to completion of each transaction for which the issuance of
a confirmation is legally required, a confirmation reflecting the fact of the
transaction and those items required under SEC Rule 10b-10 will be promptly
forwarded to the Policyowner by AVLIC on Ameritas Investment Corp.'s behalf. A
copy of such confirmations will be made available to Broker/Dealer upon request.
W. REPLACEMENTS OR ROLLOVERS
Broker/Dealer expressly agrees that neither it nor its agents will engage
in any course of conduct to replace policies issued by AVLIC or Ameritas or
recommend or cause the surrenders of cash sales of the Policies sold under the
contract to purchase or exchange for insurance policies or contracts issued by
other insurance companies.
X. CONFIDENTIALITY OF INFORMATION
AVLIC, Ameritas, Ameritas Investment Corp. and Broker/Dealer respectively
agree that all Policyowner facts or information received by an party hereto
shall remain confidential as to all parties unless such information is required
by any regulatory authority or court of competent jurisdiction.
Y. LIMITATIONS
No party other than AVLIC or Ameritas shall have the authority on behalf of
AVLIC or Ameritas to make, alter, or discharge any Policy issued by AVLIC or
Ameritas, to waive any forfeiture or to grant, permit, or to extend the time of
making any Payments, or to alter, the forms which AVLIC or Ameritas may
prescribe or substitute other forms in place of those prescribed by AVLIC or
Ameritas; or to enter into any proceeding in a court of law or before a
regulatory agency in the name of or on behalf of AVLIC or Ameritas.
Z. TERMINATION
This Agreement maybe terminated:
1. At the option of any party upon one (1) months' written notice to the
other parties.
2. At the option of Ameritas Investment Corp. in the event that formal
administrative proceedings are instituted against the Broker/Dealer by the NASD,
SEC, any state Insurance Commissioner or any other regulatory body regarding
Broker/Dealer duties under this Agreement or related to the sale of the
Policies, and that Ameritas Investment Corp. determines in its sole judgment
exercised in good faith, that any such administrative proceedings will have a
material adverse effect upon the ability of the Broker/Dealer to perform its
obligations under this Agreement.
3. At the option of Broker/Dealer in the event that any of the underlying
funds are not registered, issued or sold in accordance with applicable state
and/or federal law or such law precludes the use of such shares as the
underlying investment media of the Policies issued or to be issued by AVLIC.
4. At the option of Broker/Dealer if the underlying fund(s) ceases to
qualify as a Regulated Investment Company under Subchapter M of the Internal
Revenue Code of 1954, as amended.
5. At the option of AVLIC, Ameritas Investment Corp., or Ameritas if (a)
AVLIC, Ameritas Investment Corp., Ameritas, shall determine in their sole
judgment exercised in good faith that Broker/Dealer has suffered a material
adverse change in its business or financial condition or is subject to material
adverse publicity and such material adverse change or material adverse publicity
will have a material adverse impact upon the business and operations of either
AVLIC or Ameritas Investment Corp., (b) AVLIC, Ameritas Investment Corp., or
Ameritas shall notify Broker/Dealer in writing of such determination and their
intent to terminate this Agreement and (c) after considering the actions taken
by Broker/Dealer and any other changes in circumstances since the giving of such
notice, such termination of AVLIC, Ameritas Investment Corp., or Ameritas shall
continue to apply on the sixtieth (60th) day following the giving of such
notice, which sixtieth day shall be the effective day of termination.
6. At the option of any party hereto upon the breach by any party of the
covenants and terms of this Agreement.
ZZ. SEVERABILITY
Should any provision of this Agreement be held unenforceable, those
provisions not affected by the determination of unenforceability shall remain in
full force and effect.
ZZZ. NET REMIT PROGRAM
a) PREREQUISITES. This program is only available in Variable Annuity sales
for carrying or clearing Broker/Dealers. Broker/Dealers must have specific
written authorization to hold customer funds in brokerage accounts. They must
also have the customer's authorization to forward amounts due AVLIC from the
funds in the brokerage accounts. Broker/Dealer participating in this program
represent that they meet the prerequisites by having the necessary written
customer authorizations, and agreeing to adhere to the terms of Part b) of this
Section ZZZ. AVLIC authorizes Broker/Dealer to take part in the Net Remit
Program based upon these representations.
b) THE PROGRAM. Broker/Dealer participating in the Net Remit Program must
always identify both the gross and net amounts on each payment forwarded to
AVLIC. Payments received without such designations will be applied as gross
payments with commissions to be paid. All payments received by the Broker/Dealer
are the property of AVLIC and must be transmitted immediately in accordance with
the administrative procedures of AVLIC, subject only to the deduction by
Broker/Dealer of the appropriate commission from such payments.
This Agreement will be construed in accordance with the laws of the State
of Nebraska.
Ameritas Variable Life Insurance Company
by ___________________________________________________
Ameritas Investment Corp.
by ___________________________________________________
Ameritas Life Insurance Corp.
by ___________________________________________________
Broker/Dealer
by ___________________________________________________
