SHAREHOLDER INFORMATION AGREEMENT
THIS AGREEMENT (the "Agreement") is made and entered into as of
(current or execution date), or such other compliance date mandated by Rule
22c-2 under the Investment Company Act of 1940 ("Rule 22c-2"), whichever is
later, by and between AMERICAN CENTURY INVESTMENT SERVICES, INC. ("ACIS"), and
the party signing below ("Intermediary") with an effective date of April 16,
2007.
WHEREAS, Intermediary offers or otherwise makes available American
Century mutual funds (the "Funds") to or for clients of Intermediary; and
WHEREAS, pursuant to Rule 22c-2, ACIS is required to enter into a
shareholder information agreement with every intermediary who holds shares of
the Funds in omnibus accounts or non-fully disclosed shareholder accounts and
submits orders directly to the Funds' transfer agent or to a registered clearing
agency; and
WHEREAS, this Agreement sets forth the terms and conditions for
information sharing for the Funds in accordance with Rule 22c-2.
NOW, THEREFORE, in consideration of the foregoing and the mutual
promises set forth below, the parties hereto agree as follows:
1. Agreement to Provide Shareholder Information. Intermediary agrees to
provide a requesting Fund, upon written request, the taxpayer identification
number ("TIN"), the Individual/International Taxpayer Identification Number
("ITIN"), or other government-issued identifier ("GII"), if known, of any or all
Shareholder(s) of the account and the amount, date, name or other identifier of
any investment professional(s) associated with the Shareholder(s) or account (if
known), and transaction type (purchase, redemption, transfer, or exchange) of
every purchase, redemption, transfer, or exchange of Shares held through an
account maintained by Intermediary during the period covered by the request.
(a) Period Covered by Request. Requests must set forth a
specific period, generally not to exceed 90 days from the date of the
request, for which transaction information is sought. The Fund may
request transaction information older than 90 days from the date of the
request as it deems necessary to investigate compliance with policies
established by the Fund for the purpose of eliminating or reducing any
dilution of the value of the outstanding shares issued by the Fund, but
shall not make a request for any information older than 12 months from
the date of the request.
(b) Form and Timing of Response. Intermediary agrees to
transmit the requested information that is on its books and records to
the Fund or its designee promptly, but in any event not later than five
(5) business days, after receipt of a request. If requested by the Fund
or its designee, Intermediary agrees to use best efforts to determine
promptly whether any specific person about whom it has received the
identification and transaction information specified in Par. 1 is
itself a financial intermediary ("indirect intermediary") and, upon
further request of the Fund or its designee, promptly either (i)
provide (or arrange to have provided) the information set forth in Par.
1 for those shareholders who hold an account with an indirect
intermediary or (ii) restrict or prohibit the indirect intermediary
from purchasing, in nominee name on behalf of other persons, securities
issued by the Fund. Intermediary additionally agrees to inform the Fund
whether it plans to perform (i) or (ii). Responses required by this
paragraph must be communicated in writing and in a format mutually
agreed upon by the parties. To the extent practicable, the format for
any transaction information provided to the Fund should be consistent
with the NSCC Standardized Data Reporting Format. For purposes of this
provision, an "indirect intermediary" has the same meaning as in Rule
22c-2.
(c) Limitations on Use of Information. The Fund agrees not to
use the information received pursuant to this Agreement for any purpose
other than as necessary to comply with the provisions of Rule 22c-2 or
to fulfill other regulatory or legal requirements subject to the
privacy provisions of Title V of the Xxxxx-Xxxxx-Xxxxxx Act (Public Law
106-102) and comparable state laws.
2. Agreement to Restrict Trading. Intermediary agrees to execute
written instructions from the Fund to restrict or prohibit further purchases or
exchanges of Shares or take such other action as requested by the Fund for a
Shareholder that has been identified by the Fund as having engaged in
transactions of the Fund's Shares (directly or indirectly through Intermediary's
account) that violate policies established by the Fund for the purpose of
eliminating or reducing any dilution of the value of the outstanding Shares
issued by the Fund.
(a) Form of Instructions. Instructions must include the TIN,
ITIN, or GII, if known, and the specific restriction(s) to be executed
including how long the restrictions are to remain in place. If the TIN,
ITIN, or GII is not known, the instructions must include an equivalent
identifying number of the Shareholder(s) or account(s) or other agreed
upon information to which the instruction relates. Upon request of the
Intermediary, Fund agrees to provide to the Intermediary, along with
any written instructions to prohibit further purchases or exchanges of
Shares by Shareholder, information regarding those trades of the
Shareholder that violated the Fund's policies relating to eliminating
or reducing any dilution of the value of the Fund's outstanding Shares.
(b) Timing of Response. Intermediary agrees to execute
instructions as soon as reasonably practicable, but not later than five
business days after receipt of the instructions by Intermediary.
(c) Confirmation by Intermediary. Intermediary must provide
written confirmation to the Fund that instructions have been executed.
Intermediary agrees to provide confirmation as soon as reasonably
practicable, but not later than ten business days after the
instructions have been executed.
3. Identification of Financial Intermediaries. Intermediary agrees to
(i) maintain, and provide to the Fund upon request, a complete and
current list of all intermediaries that submit trades to the Fund
through the Intermediary for which the Intermediary is not authorized
to execute this Shareholder Information Agreement on their behalf; (ii)
not to purchase any securities from the Fund on behalf of an
intermediary that does not, at the time of the purchase, have a valid
Shareholder Information Agreement in effect with the Fund either
directly or through the Intermediary; and (iii) to inform the Fund in
the event an intermediary that had previously authorized the
Intermediary to act on its behalf for purposes of this Shareholder
Information Agreement revokes such authorization. Such notification
shall be provided to the Fund no later than 10 days after the
Intermediary first receives notice of the revocation.
4. Definitions. For purposes of this Agreement:
(a) The term "Fund" includes each fund's principal underwriter
(ACIS) and transfer agent (American Century Services Corporation). The
term does not include any "excepted funds" as defined in SEC Rule
22c-2(b).
(b) The term "Shares" means the interests of Shareholders
corresponding to the redeemable securities of record issued by a Fund
under the Investment Company Act of 1940 that are held by Intermediary.
(c) The term "Shareholder" means (i) for all Intermediaries
other than retirement plan recordkeepers or insurance companies, the
beneficial owner of Shares, whether the Shares are held directly or by
Intermediary in nominee name; (ii) for all Intermediaries that are
retirement plan recordkeepers, the Plan participant, notwithstanding
that the Plan may be deemed to be the beneficiary owner of Shares; and
(iii) for all Intermediaries that are insurance companies, the holder
of interests in a variable annuity or variable life insurance contract
issued by Intermediary.
(d) The term "written" includes electronic writings and
facsimile transmissions.
5. Termination. This Agreement will terminate upon the later of the
termination of the Shareholder Services Agreement and the date when the
Intermediary no longer holds Shares.
6. Counterparts and Delivery. This Agreement may be executed in two or
more counterparts, each of which shall be an original and all of which together
shall constitute one instrument. A signed copy of this Agreement delivered by
facsimile or by emailing a copy in .pdf form shall be treated as an original and
shall bind both parties just as would the exchange of originally signed copies.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the latest date set forth below.
AMERICAN CENTURY INVESTMENT LIBERTY LIFE INSURANCE COMPANY
SERVICES, INC. Intermediary
By: By:
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Name: Name: Xxxxxxx Xxxxxxxxx
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Title: Title: Sr. Vice President
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Date: Date:
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Contact Name:
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Address:
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Phone No:
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Email address:
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If Intermediary trades through the NSCC, provide assigned NSCC trading numbers:
American Century Assigned Trading Numbers: Dealer #
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TPA #
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