EXHIBIT (h)(5)
FUND PARTICIPATION AGREEMENT
THIS AGREEMENT made as of the 23rd day of April, 2003 by and among
Deutsche Asset Management VIT Funds ("TRUST"), a Massachusetts business trust,
Deutsche Asset Management, Inc. ("ADVISER"), a Delaware corporation, and Farmers
New World Life Insurance Company ("LIFE COMPANY"), a life insurance company
organized under the laws of the State of Washington.
WHEREAS, TRUST is registered with the Securities and Exchange
Commission ("SEC") under the Investment Company Act of 1940, as amended (the
"`40 Act"), as an open-end, diversified management investment company; and
WHEREAS, TRUST is comprised of several series funds (each a
"Portfolio"), with those Portfolios currently available being listed on Appendix
A hereto; and
WHEREAS, TRUST was organized to act as the funding vehicle for certain
variable life insurance and/or variable annuity contracts ("Variable Contracts")
offered by life insurance companies through separate accounts ("Separate
Accounts") of such life insurance companies ("Participating Insurance
Companies"); and
WHEREAS, TRUST may also offer its shares to certain qualified pension
and retirement plans ("Qualified Plans"); and
WHEREAS, TRUST has received an order from the SEC, granting
Participating Insurance Companies and their separate accounts exemptions from
the provisions of Sections 9(a), 13(a), 15(a) and 15(b) of the '40 Act, and
Rules 6e-2(b)(15) and 6e-3(T)(b)(15) thereunder, to the extent necessary to
permit shares of the Portfolios of the TRUST to be sold to and held by Variable
Contract Separate Accounts of both affiliated and unaffiliated Participating
Insurance Companies and Qualified Plans ("Exemptive Order"), a copy of which has
been provided to LIFE COMPANY; and
WHEREAS, LIFE COMPANY has established or will establish one or more
Separate Accounts to offer Variable Contracts and is desirous of having TRUST as
one of the underlying funding vehicles for such Variable Contracts; and
WHEREAS, ADVISER is a duly registered "Investment Adviser" as defined
in the Investment Advisers Act of 1940, as amended (the "Advisers Act");
WHEREAS, ADVISER serves as the TRUST's investment adviser; and
WHEREAS, to the extent permitted by applicable insurance laws and
regulations, LIFE COMPANY intends to purchase shares of TRUST to fund the
aforementioned Variable Contracts and TRUST is authorized to sell such shares to
LIFE COMPANY at such shares' net asset value;
NOW, THEREFORE, in consideration of their mutual promises, LIFE
COMPANY, TRUST, and ADVISER agree as follows:
Article I. SALE OF TRUST SHARES
1.1 TRUST agrees to make available to the Separate Accounts of LIFE
COMPANY shares of the selected Portfolios as listed on Appendix A for investment
of purchase payments of Variable Contracts allocated to the designated Separate
Accounts as provided in TRUST's Registration Statement.
1.2 TRUST agrees to sell to LIFE COMPANY those shares of the selected
Portfolios of TRUST which LIFE COMPANY orders, executing such orders on a daily
basis at the net asset value next computed after receipt by TRUST or its
designee of the order for the shares of TRUST. For purposes of this Section 1.2,
LIFE COMPANY shall be the designee of TRUST for receipt of such orders from the
designated Separate Account and receipt by such designee shall constitute
receipt by TRUST; provided that LIFE COMPANY receives the order on a Business
Day by 4:00 p.m. New York time and TRUST receives notice from LIFE COMPANY by
telephone or facsimile (or by such other means as TRUST and LIFE COMPANY may
agree in writing) of such order by 8:30 a.m. New York time on the next Business
Day. "Business Day" shall mean any day on which the New York Stock Exchange is
open for trading and on which TRUST calculates its net asset value pursuant to
the rules of the SEC.
1.3 TRUST agrees to redeem on LIFE COMPANY's request, any full or
fractional shares of TRUST held by LIFE COMPANY, executing such requests on a
daily basis at the net asset value next computed after receipt by TRUST or its
designee of the request for redemption, in accordance with the provisions of
this Agreement and TRUST's Registration Statement. (In the event of a conflict
between the provisions of this Agreement and the Trust's Registration Statement,
the provisions of the Registration Statement shall govern.) For purposes of this
Section 1.3, LIFE COMPANY shall be the designee of TRUST for receipt of requests
for redemption from the designated Separate Account and receipt by such designee
shall constitute receipt by TRUST; provided that LIFE COMPANY receives the
request for redemption on a Business Day by 4:00 p.m. New York time and TRUST
receives notice from LIFE COMPANY by telephone or facsimile (or by such other
means as TRUST and LIFE COMPANY may agree in writing) of such request for
redemption by 8:30 a.m. New York time on the next Business Day.
1.4 TRUST shall furnish, at least five (5) Business Days prior to each
ex-dividend date, notice to LIFE COMPANY of any income dividends or capital gain
distributions payable on the shares of any Portfolio of TRUST. LIFE COMPANY
hereby elects to receive all such income dividends and capital gain
distributions as are payable on a Portfolio's shares in additional shares of the
Portfolio. TRUST shall, on the date of issuance of the additional shares, or, if
not, on the first Business Date thereafter, send LIFE COMPANY a confirmation
statement, notifying LIFE COMPANY or its designee of the number of shares so
issued as payment of such dividends and distributions.
1.5 TRUST shall make the net asset value per share for the selected
Portfolio(s) available to LIFE COMPANY on a daily basis as soon as reasonably
practicable after the net asset value per
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share is calculated but shall use its best efforts to make such net asset value
available by 6:30 p.m. New York time. If TRUST provides LIFE COMPANY with
materially incorrect share net asset value information through no fault of LIFE
COMPANY, LIFE COMPANY on behalf of the Separate Accounts, shall be entitled to
an adjustment to the number of shares purchased or redeemed to reflect the
correct share net asset value in accordance with the net asset value correction
procedures set forth by the Board of Trustees of the Trust and in conformity
with SEC interpretations as now in effect or as may be amended. Any material
error in the calculation of net asset value per share, dividend or capital gain
information shall be reported promptly upon discovery to LIFE COMPANY.
1.6 At the end of each Business Day, LIFE COMPANY shall use the
information described in Section 1.5 to calculate Separate Account unit values
for the day. Using these unit values, LIFE COMPANY shall process each such
Business Day's Separate Account transactions based on requests and premiums
received by it by the close of trading on the floor of the New York Stock
Exchange (currently 4:00 p.m. New York time) to determine the net dollar amount
of TRUST shares which shall be purchased or redeemed at that day's closing net
asset value per share. The net purchase or redemption orders so determined shall
be transmitted to TRUST by LIFE COMPANY by 8:30 a.m. New York Time on the
Business Day next following LIFE COMPANY's receipt of such requests and premiums
in accordance with the terms of Sections 1.2 and 1.3 hereof.
1.7 If LIFE COMPANY's order requests the purchase of TRUST shares, LIFE
COMPANY shall pay for such purchase by wiring federal funds to TRUST or its
designated custodial account on the day the order is transmitted by LIFE
COMPANY. If LIFE COMPANY's order requests a net redemption resulting in a
payment of redemption proceeds to LIFE COMPANY, TRUST shall use its best efforts
to wire the redemption proceeds to LIFE COMPANY by the next Business Day, except
that TRUST reserves the right to postpone payment upon redemption consistent
with Section 22(e) of the '40 Act and any rules thereunder, and TRUST shall
notify the person designated in writing by LIFE COMPANY as the recipient for
such notice of such delay by 3:00 p.m. New York Time on the same Business Day
that LIFE COMPANY transmits the redemption order to TRUST. If LIFE COMPANY's
order requests the application of redemption proceeds from the redemption of
shares to the purchase of shares of another Fund advised by ADVISER, TRUST shall
so apply such proceeds on the same Business Day that LIFE COMPANY transmits such
order to TRUST.
1.8 TRUST shall, upon request of LIFE COMPANY, provide a manual daily
confirmation of trade activity from the previous business day. Such confirm
shall include the dollar amount of purchases or redemptions submitted by LIFE
COMPANY for each Portfolio, price per share of each Portfolio and the
corresponding total share amount of such purchase or redemption and shall be
transmitted to LIFE COMPANY on the business day following the request.
1.9 TRUST shall, upon request of LIFE COMPANY, provide on a monthly
basis a screen printed report of the monthly trade activity for the Account
which shall be transmitted to LIFE COMPANY on the business day following the
request.
1.10 TRUST agrees that all shares of the Portfolios of TRUST will be
sold only to Participating Insurance Companies which have agreed to participate
in TRUST to fund their
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Separate Accounts and/or to Qualified Plans, all in accordance with the
requirements of Section 817(h)(4) of the Internal Revenue Code of 1986, as
amended ("Code") and Treasury Regulation 1.817-5. Shares of the TRUST's
Portfolios will not be sold directly to the general public.
1.11 TRUST shall use its best efforts to maintain the qualification of
the Portfolio(s) invested in by the Separate Accounts as a "regulated investment
company" under Subchapter M of the Code, and will notify LIFE COMPANY
immediately upon having a reasonable basis for believing it has ceased to so
qualify or might not so qualify in the future.
1.12 No less than quarterly, TRUST shall submit to LIFE COMPANY or its
designee a statement certifying that the Portfolio(s) invested in by the
Separate Accounts comply with the diversification requirements of Section 817(h)
of the Code and qualify as a "regulated investment company" under Subchapter M
of the Code. TRUST shall also submit to LIFE COMPANY or its designee such
reports, materials or data as the LIFE COMPANY may reasonably request regarding
its compliance with the diversification requirements of Section 817(h) of the
Code and qualification as a "regulated investment company" under Subchapter M of
the Code.
1.13 LIFE COMPANY shall notify TRUST or its designee if LIFE COMPANY
receives notice from the other funds in which the Separate Account has invested
that the other funds have failed to comply with the diversification requirements
of Section 817(h) of the Code and qualify as a "regulated investment company"
under Subchapter M of the Code.
1.14 LIFE COMPANY shall promptly notify TRUST or its designee if its
contracts no longer qualify as "Insurance Contracts" pursuant to provisions of
the Code.
1.15 TRUST may refuse to sell shares of any Portfolio to any person, or
suspend or terminate the offering of the shares of or liquidate any Portfolio of
TRUST if such action is required by law or by regulatory authorities having
jurisdiction or is, in the sole discretion of the Board of Trustees of the TRUST
(the "Board"), acting in good faith and in light of its duties under federal and
any applicable state laws, deemed necessary, desirable or appropriate and in the
best interests of the shareholders of such Portfolios.
1.16 Issuance and transfer of Portfolio shares will be by book entry
only. Stock certificates will not be issued to LIFE COMPANY or the Separate
Accounts. Shares ordered from Portfolio will be recorded in appropriate book
entry titles for the Separate Accounts.
1.17 LIFE COMPANY shall provide TRUST 24 hours notice, via telephone,
of any purchase for, or redemption order of, Portfolio Shares, that equals or
exceeds 5% of such Portfolio's total net assets on any Business Day. If LIFE
COMPANY fails to provide such 24 hours notice, TRUST, in its discretion, may
reject the purchase or redemption order.
1.18 TRUST and/or ADVISER agree to maintain a blank fidelity bond or
similar coverage for the benefit of TRUST in an amount not less than the minimum
coverage required by Rule 17g-1 under the '40 Act or related provisions as may
be promulgated from time to time under the '40 Act.
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Article II. REPRESENTATIONS AND WARRANTIES
2.1 LIFE COMPANY represents and warrants that it is an insurance
company duly organized and in good standing under the laws of Washington and
that it has legally and validly established each Separate Account as a
segregated asset account under such laws, and that WM Funds Distributor, Inc.,
and Farmers Financial Solutions, LLC, the principal underwriters for the
Variable Contracts, are registered as a broker-dealer under the Securities
Exchange Act of 1934 (the "'34 Act").
2.2 LIFE COMPANY represents and warrants that it has registered or,
prior to any issuance or sale of the Variable Contracts, will register each
Separate Account as a unit investment trust ("UIT") in accordance with the
provisions of the '40 Act and cause each Separate Account to remain so
registered to serve as a segregated asset account for the Variable Contracts,
unless an exemption from registration is available.
2.3 LIFE COMPANY represents and warrants that the Variable Contracts
will be registered under the Securities Act of 1933 (the "'33 Act") unless an
exemption from registration is available prior to any issuance or sale of the
Variable Contracts, and that the Variable Contracts will be issued and sold in
compliance in all material respects with all applicable federal and state laws
(including all applicable blue sky laws).
2.4 LIFE COMPANY represents and warrants that the Variable Contracts
are currently and at the time of issuance will be treated as life insurance,
endowment or annuity contracts under applicable provisions of the Code, that it
will maintain such treatment and that it will notify TRUST immediately upon
having a reasonable basis for believing that the Variable Contracts have ceased
to be so treated or that they might not be so treated in the future.
2.5 LIFE COMPANY represents and warrants that the other funds in which
the Separate Accounts invest have represented and warranted to LIFE COMPANY that
the other funds will comply with the diversification requirements set forth in
Section 817(h) of the Code, and the rules and regulations thereunder, including
without limitation Treasury Regulation 1.817-5.
2.6 LIFE COMPANY represents and warrants that it will invest only in
insurance dedicated registered investment companies.
2.7 TRUST represents and warrants that it is duly organized and validly
existing under the laws of the Commonwealth of Massachusetts.
2.8 TRUST represents and warrants that the Fund shares offered and sold
pursuant to this Agreement will be registered under the '33 Act and will be
issued and sold in compliance in all material respects with all applicable
federal and state laws (including all applicable blue sky laws) in the
jurisdictions in which the Portfolios are registered, and TRUST shall be
registered as a management investment company under the '40 Act prior to and at
the time of any issuance or sale of such shares. TRUST, subject to Section 1.9
above, shall amend its registration statement under the '33 Act and the '40 Act
from time to time as required in order to effect the continuous offering of its
shares. TRUST shall register and qualify its shares for sale in accordance with
the laws of the various states only if and to the extent deemed advisable by
TRUST. TRUST shall
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provide to LIFE COMPANY a list of the various jurisdictions in which the
PORTFOLIOS are registered.
2.9 TRUST represents and warrants that each Portfolio will comply with
the diversification requirements set forth in Section 817(h) of the Code, and
the rules and regulations thereunder, including without limitation Treasury
Regulation 1.817-5, and will notify LIFE COMPANY immediately upon having a
reasonable basis for believing any Portfolio has ceased to comply and will
immediately take all necessary steps to adequately diversify the Portfolio to
achieve compliance within the grace period afforded by Treasury Regulation
1.817-5.
2.10 TRUST acknowledges that compliance with Subchapter M of the Code
is an essential element of compliance with Section 817(h). TRUST represents and
warrants that each Portfolio invested in by the Separate Account currently
qualifies as a "regulated investment company" under Subchapter M of the Code,
and that TRUST will use its best efforts to maintain such qualification, and
will notify LIFE COMPANY immediately upon having a reasonable basis for
believing it has ceased to so qualify or might not so qualify in the future.
2.11 With respect to Class B shares, TRUST has adopted Rule 12b-1 Plans
under which it makes payments to finance administrative, service and
distribution expenses. TRUST represents and warrants that its Board, a majority
of whom are disinterested Trustees of the TRUST, has approved each of its Rule
12b-1 Plans to finance administrative, service and distribution expenses of
TRUST's Class B shares, and that any changes to the TRUST's Rule 12b-1 Plans
will be approved, in accordance with Rule 12b-1 under the 0000 Xxx.
2.12 ADVISER represents and warrants that it shall perform its
obligations hereunder in compliance in all material respects with any applicable
state and federal laws.
2.13 Each party represents and warrants that it will keep confidential
any information acquired as a result of this Agreement regarding the business
and affairs of the other parties to this Agreement and their affiliates. TRUST
and ADVISER shall not, directly or indirectly, disclose or use any nonpublic
personal information regarding the consumers or customers of the LIFE COMPANY
(as the terms "consumer" and "customer" are defined in Rule 3(g) and 3(j),
respectively, of Regulation S-P of the SEC) ("Confidential Information"), other
than to carry out the functions contemplated by this Agreement. The foregoing
obligation of confidentiality shall not extend to any portion of the
Confidential Information that is, or becomes, generally available to the general
public from: (a) federal, State or local governmental records, (b) widely
distributed media, or (c) disclosures to the general public that are required to
be made by federal, State or local law.
2.14 Each party represents and warrants that it complies with all
applicable laws, rules and regulations designed to prevent "money laundering"
and if required by law, rule or regulation would share information with the
other party regarding individuals, entities, organizations, and countries
suspected of possible terrorist or money laundering activities in accordance
with Section 314(b) of the USA PATRIOT Act.
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Article III. PROSPECTUS AND PROXY STATEMENTS
3.1 TRUST shall prepare and be responsible for filing with the SEC and
any state regulators requiring such filing all shareholder reports, notices,
proxy materials (or similar materials such as voting instruction solicitation
materials), prospectuses and statements of additional information of TRUST.
TRUST shall bear the costs of registration and qualification of shares of the
Portfolios, preparation and filing of the documents listed in this Section 3.1
and all taxes and filing fees to which an issuer is subject on the issuance and
transfer of its shares.
3.2 TRUST or its designee shall provide LIFE COMPANY, free of charge,
with as many copies of the current prospectus (or prospectuses), statements of
additional information, annual and semi-annual reports and proxy statements for
the shares of the Portfolios as LIFE COMPANY may reasonably request for
distribution to existing Variable Contract owners whose Variable Contracts are
funded by such shares. TRUST or its designee shall provide LIFE COMPANY, at LIFE
COMPANY's expense, with as many copies of the current prospectus (or
prospectuses) for the shares as LIFE COMPANY may reasonably request for
distribution to prospective purchasers of Variable Contracts. If requested by
LIFE COMPANY, TRUST or its designee shall provide such documentation (including
a "camera ready" copy of the current prospectus (or prospectuses) as set in type
or, at the request of LIFE COMPANY, as a diskette in the form sent to the
financial printer or in electronic form) and other assistance as is reasonably
necessary in order for the parties hereto once a year (or more frequently if the
prospectus (or prospectuses) for the shares is supplemented or amended) to have
the prospectus for the Variable Contracts and the prospectus (or prospectuses)
for the TRUST shares printed together in one document. The expenses of such
printing will be apportioned between LIFE COMPANY and TRUST in proportion to the
number of pages of the Variable Contract and TRUST prospectus, taking account of
other relevant factors affecting the expense of printing, such as covers,
columns, graphs and charts; TRUST shall bear the cost of printing the TRUST
prospectus portion of such document for distribution only to owners of existing
Variable Contracts funded by the TRUST shares and LIFE COMPANY shall bear the
expense of printing the portion of such documents relating to the Separate
Account; provided, however, LIFE COMPANY shall bear all printing expenses of
such combined documents where used for distribution to prospective purchasers.
In the event that LIFE COMPANY requests that TRUST or its designee provide
TRUST's prospectus in a "camera ready," diskette format, or electronic form,
TRUST shall be responsible for providing the prospectus (or prospectuses) in the
format in which it is accustomed to formatting prospectuses and shall bear the
expense of providing the prospectus (or prospectuses) in such format (e.g.
typesetting expenses), and LIFE COMPANY shall bear the expense of adjusting or
changing the format to conform with any of its prospectuses.
3.3 TRUST will provide LIFE COMPANY with at least one complete copy of
all prospectuses, statements of additional information, annual and semi-annual
reports, proxy statements, exemptive applications and all amendments or
supplements to any of the above that relate to the Portfolios promptly after the
filing of each such document with the SEC or other regulatory authority. LIFE
COMPANY will provide TRUST with at least one complete copy of all prospectuses,
statements of additional information, annual and semi-annual reports, proxy
statements, exemptive applications and all amendments or supplements to any of
the above that relate to a Separate Account promptly after the filing of each
such document with the SEC or other regulatory authority.
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Article IV. SALES MATERIALS
4.1 LIFE COMPANY will furnish, or will cause to be furnished, to either
TRUST or ADVISER, each piece of sales literature or other promotional material
in which TRUST or ADVISER is named, at least ten (10) Business Days prior to its
intended use. No such material will be used if TRUST or ADVISER objects to its
use in writing within seven (7) Business Days after receipt of such material.
4.2 Either TRUST or ADVISER will furnish, or will cause to be
furnished, to LIFE COMPANY, each piece of sales literature or other promotional
material in which LIFE COMPANY or its Separate Accounts are named, at least ten
(10) Business Days prior to its intended use. No such material will be used if
LIFE COMPANY objects to its use in writing within seven (7) Business Days after
receipt of such material.
4.3 TRUST and its affiliates and agents shall not give any information
or make any representations on behalf of LIFE COMPANY or concerning LIFE
COMPANY, the Separate Accounts, or the Variable Contracts issued by LIFE
COMPANY, other than the information or representations contained in a
registration statement or prospectus for such Variable Contracts, as such
registration statement and prospectus may be amended or supplemented from time
to time, or in reports of the Separate Accounts or reports prepared for
distribution to owners of such Variable Contracts, or in sales literature or
other promotional material approved by LIFE COMPANY or its designee, except with
the written permission of LIFE COMPANY.
4.4 LIFE COMPANY and its affiliates and agents shall not give any
information or make any representations on behalf of TRUST or concerning TRUST
other than the information or representations contained in a registration
statement or prospectus for TRUST, as such registration statement and prospectus
may be amended or supplemented from time to time, or in reports of the TRUST or
reports prepared by the TRUST for distribution to owners of the Variable
Contracts, or in sales literature or other promotional material approved by
TRUST or its designee, except with the written permission of TRUST.
4.5 For purposes of this Agreement, the phrase "sales literature or
other promotional material" or words of similar import include, without
limitation, advertisements (such as material published, or designed for use, in
a newspaper, magazine or other periodical, radio, television, telephone or tape
recording, videotape display, signs or billboards, motion pictures, electronic
or other public media), sales literature (such as any written communication
distributed or made generally available to customers or the public, including
brochures, circulars, research reports, market letters, form letters, seminar
texts, or reprints or excerpts of any other advertisement, sales literature, or
published article), educational or training materials or other communications
distributed or made generally available to some or all agents or employees,
registration statements, prospectuses, statements of additional information,
shareholder reports and proxy materials, and any other material constituting
sales literature or advertising under National Association of Securities
Dealers, Inc. ("NASD") rules, the `40 Act, the `33 Act or rules thereunder.
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Article V. POTENTIAL CONFLICTS
5.1 The parties acknowledge that TRUST has received an order from the
SEC granting relief from various provisions of the '40 Act and the rules
thereunder to the extent necessary to permit TRUST shares to be sold to and held
by Variable Contract separate accounts of both affiliated and unaffiliated
Participating Insurance Companies and Qualified Plans. The Exemptive Order
requires TRUST and each Participating Insurance Company to comply with
conditions and undertakings substantially as provided in this Section 5. The
TRUST will not enter into a participation agreement with any other Participating
Insurance Company unless it imposes the same conditions and undertakings as are
imposed on LIFE COMPANY hereby.
5.2 The Board will monitor TRUST for the existence of any material
irreconcilable conflict between the interests of Variable Contract owners of all
separate accounts and with participants of Qualified Plans investing in TRUST.
An irreconcilable material conflict may arise for a variety of reasons, which
may include: (a) an action by any state insurance regulatory authority; (b) a
change in applicable federal or state insurance, tax, or securities laws or
regulations, or a public ruling, private letter ruling or any similar action by
insurance, tax or securities regulatory authorities; (c) an administrative or
judicial decision in any relevant proceeding; (d) the manner in which the
investments of TRUST are being managed; (e) a difference in voting instructions
given by Variable Contract owners; (f) a decision by a Participating Insurance
Company to disregard the voting instructions of Variable Contract owners and (g)
if applicable, a decision by a Qualified Plan to disregard the voting
instructions of plan participants.
5.3 LIFE COMPANY will report any potential or existing conflicts of
which it becomes aware to the Board. LIFE COMPANY will be responsible for
assisting the Board in carrying out its duties in this regard by providing the
Board with all information reasonably necessary for the Board to consider any
issues raised. The responsibility includes, but is not limited to, an obligation
by the LIFE COMPANY to inform the Board whenever it has determined to disregard
Variable Contract owner voting instructions. These responsibilities of LIFE
COMPANY will be carried out with a view only to the interests of the Variable
Contract owners.
5.4 If a majority of the Board or majority of its disinterested
Trustees, determines that a material irreconcilable conflict exists affecting
LIFE COMPANY, LIFE COMPANY, at its expense and to the extent reasonably
practicable (as determined by a majority of the Board's disinterested Trustees),
will take any steps necessary to remedy or eliminate the irreconcilable material
conflict, including; (a) withdrawing the assets allocable to some or all of the
Separate Accounts from TRUST or any Portfolio thereof and reinvesting those
assets in a different investment medium, which may include another Portfolio of
TRUST, or another investment company; (b) submitting the question as to whether
such segregation should be implemented to a vote of all affected Variable
Contract owners and as appropriate, segregating the assets of any appropriate
group (i.e., variable annuity or variable life insurance Contract owners of one
or more Participating Insurance Companies) that votes in favor of such
segregation, or offering to the affected Variable Contract owners the option of
making such a change; and (c) establishing a new registered management
investment company (or series thereof) or managed separate account. If a
material irreconcilable conflict arises because of LIFE COMPANY's decision to
disregard Variable Contract owner voting instructions, and that decision
represents a minority position or would preclude a majority vote, LIFE COMPANY
may be required, at the election of
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TRUST, to withdraw the Separate Account's investment in TRUST, and no charge or
penalty will be imposed as a result of such withdrawal; provided, however that
such withdrawal shall be limited to the extent required by the material
irreconcilable conflict (as determined by a majority of the Board's
disinterested Trustees). The responsibility to take such remedial action shall
be carried out with a view only to the interests of the Variable Contract
owners.
For the purposes of this Section 5.4, a majority of the disinterested
members of the Board shall determine whether or not any proposed action
adequately remedies any irreconcilable material conflict, but in no event will
TRUST or ADVISER (or any other investment adviser of TRUST) be required to
establish a new funding medium for any Variable Contract. Further, LIFE COMPANY
shall not be required by this Section 5.4 to establish a new funding medium for
any Variable Contracts if any offer to do so has been declined by a vote of a
majority of Variable Contract owners materially and adversely affected by the
irreconcilable material conflict. In the event that a majority of the
disinterested members of the Board determine that any proposed action does not
adequately remedy any irreconcilable material conflict, then LIFE COMPANY will
withdraw the Separate Account's shares in TRUST and terminate this Agreement.
5.5 The Board's determination of the existence of an irreconcilable
material conflict and its implications shall be made known promptly and in
writing to LIFE COMPANY.
5.6 No less than annually, LIFE COMPANY shall submit to the Board such
reports, materials or data as the Board may reasonably request so that the Board
may fully carry out its obligations. Such reports, materials, and data shall be
submitted more frequently if deemed appropriate by the Board.
Article VI. VOTING
6.1 LIFE COMPANY will provide pass-through voting privileges to all
Variable Contract owners so long as the SEC continues to interpret the '40 Act
as requiring pass-through voting privileges for Variable Contract owners.
Accordingly, LIFE COMPANY, where applicable, will vote shares of the Portfolio
held in its Separate Accounts in a manner consistent with voting instructions
timely received from its Variable Contract owners. TRUST shall require all
Participating Insurance Companies to calculate voting privileges in a consistent
manner and LIFE COMPANY shall be responsible for assuring that the Separate
Accounts calculate voting privileges in the manner established by TRUST. LIFE
COMPANY will vote shares for which it has not received timely voting
instructions, as well as shares it owns, in the same proportion as its votes
those shares for which it has received voting instructions.
6.2 If and to the extent Rule 6e-2 and Rule 6e-3(T) are amended, or if
Rule 6e-3 is adopted, to provide exemptive relief from any provision of the '40
Act or the rules thereunder with respect to mixed and shared funding on terms
and conditions materially different from any exemptions granted in the Exemptive
Order, then TRUST, and/or the Participating Insurance Companies, as appropriate,
shall take such steps as may be necessary to comply with Rule 6e-2 and Rule
6e-3(T), as amended, and Rule 6e-3, as adopted, to the extent such Rules are
applicable.
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Article VII. MARKET TIMERS
7.1 LIFE COMPANY will develop, implement and maintain policies and
procedures to discourage use of the Separate Accounts by market timers as
discussed in each Portfolio's then current prospectus in consultation with
TRUST. Following their implementation, LIFE COMPANY will not modify such
policies and procedures so as to make them less effective in deterring
short-term redemptions, except on providing one (1) month advance notice to the
TRUST.
7.2 If a Portfolio or TRUST advises LIFE COMPANY that a pattern or
patterns of transactions involving short-term trading as discussed in each
Portfolio's then current prospectus in one or more Separate Accounts is having
an adverse effect on the Portfolio, LIFE COMPANY will promptly develop and
implement policies and procedures to prevent such trading. The parties hereto
acknowledge that, if necessary, such policies and procedures may include the
identification of Separate Account participants engaged in such short-term
trading and the imposition of restrictions on their requests to purchase certain
Shares.
7.3 LIFE COMPANY will monitor Separate Account activity to further its
policies regarding market timing activity.
Article VIII. 5% SHAREHOLDERS
8.1 In the event that a Separate Account of LIFE COMPANY holding any
Portfolio Shares comes to hold more than five percent (5%) of the outstanding
Shares of such Portfolio, it will be TRUST's responsibility to request that LIFE
COMPANY confirm its status as shareholder of record and advise TRUST whether any
Separate Account participant beneficially owns more than five percent (5%) of
the outstanding Shares of such Portfolio through LIFE COMPANY's accounts. For
this purpose, TRUST will indicate in its inquiry the number of Shares that
currently equals five percent (5%) of the outstanding Shares of such Portfolio.
LIFE COMPANY will respond promptly, accurately and completely to any such
inquiry. Whenever TRUST or a Portfolio advises LIFE COMPANY that it is required
by law to obtain the name and other identifying information of a Separate
Account participant who beneficially owns more than five percent (5%) of the
outstanding Shares of a Portfolio, LIFE COMPANY will provide such information to
the extent within its possession or control. TRUST will not use or disclose such
information received from LIFE COMPANY except to comply with applicable laws.
Article IX. INDEMNIFICATION
9.1 Indemnification by LIFE COMPANY. LIFE COMPANY agrees to indemnify
and hold harmless TRUST, ADVISER and each of their Trustees, directors,
principals, officers, employees and agents and each person, if any, who controls
TRUST or ADVISER within the meaning of Section 15 of the '33 Act (collectively,
the "Indemnified Parties") against any and all losses, claims, damages,
liabilities (including amounts paid in settlement with the written consent of
LIFE COMPANY, 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, 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 TRUST's shares or the Variable Contracts and:
11
(a) arise out of or are based upon any untrue statements or
alleged untrue statements of any material fact contained in the
Registration Statement or prospectus for the Variable Contracts or
contained in the Variable Contracts (or any amendment or supplement to
any of the foregoing), or arise out of or are based upon the omission
or the alleged omission to state therein a material fact required to be
stated therein or necessary to make the statements therein not
misleading, provided that this agreement to indemnify shall not apply
as to any Indemnified Party if such statement or omission or such
alleged statement or omission was made in reliance upon and in
conformity with information furnished in writing to LIFE COMPANY by or
on behalf of TRUST for use in the registration statement or prospectus
for the Variable Contracts or in the Variable Contracts or sales
literature (or any amendment or supplement) or otherwise for use in
connection with the sale of the Variable Contracts or TRUST shares; or
(b) arise out of or result from (i) statements or
representations (other than statements or representations contained in
the registration statement, prospectus or sales literature of TRUST not
supplied by LIFE COMPANY, or persons under its control) or (ii)
wrongful conduct of LIFE COMPANY or persons under its control, with
respect to the sale or distribution of the Variable Contracts or TRUST
shares; or
(c) arise out of any untrue statement or alleged untrue
statement of a material fact contained in a registration statement,
prospectus, or sales literature of TRUST or any amendment thereof or
supplement thereto or 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 if such statement or omission or such
alleged statement or omission was made in reliance upon and in
conformity with information furnished in writing to TRUST by or on
behalf of LIFE COMPANY; or
(d) arise as a result of any failure by LIFE COMPANY to
provide substantially the services and furnish the materials under the
terms of this Agreement; or
(e) arise out of or result from any material breach of any
representation and/or warranty made by LIFE COMPANY in this Agreement
or arise out of or result from any other material breach of this
Agreement by LIFE COMPANY.
9.2 LIFE COMPANY shall not be liable under this indemnification
provision with respect to any losses, claims, damages, liabilities or litigation
incurred or assessed against an Indemnified Party to the extent that such
losses, claims, damages, liabilities or litigation are attributable to such
Indemnified Party's willful misfeasance, bad faith, or gross negligence in the
performance of such Indemnified Party's duties or by reason of such Indemnified
Party's reckless disregard of obligations or duties under this Agreement.
9.3 LIFE COMPANY shall not be liable under this indemnification
provision with respect to any claim made against an Indemnified Party unless
such Indemnified Party shall have notified LIFE COMPANY in writing within a
reasonable time after the summons or other first legal process giving
information of the nature of the claim shall have been served upon such
Indemnified Party (or after such Indemnified Party shall have received notice of
such service on
12
any designated agent), but failure to notify LIFE COMPANY of any such claim
shall not relieve LIFE COMPANY from any liability which it may have to the
Indemnified Party against whom such action is brought otherwise than on account
of this indemnification provision. In case any such action is brought against an
Indemnified Party, LIFE COMPANY shall be entitled to participate at its own
expense in the defense of such action. LIFE COMPANY also shall be entitled to
assume the defense thereof, with counsel satisfactory to the party named in the
action. After notice from LIFE COMPANY to such party of LIFE COMPANY's election
to assume the defense thereof, the Indemnified Party shall bear the fees and
expenses of any additional counsel retained by it, and LIFE COMPANY will not be
liable to such party under this Agreement for any legal or other expenses
subsequently incurred by such party independently in connection with the defense
thereof other than reasonable costs of investigation.
9.4 Indemnification by TRUST and ADVISER. TRUST and ADVISER agree 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") against any and all losses, claims, damages, liabilities (including
amounts paid in settlement with the written consent of TRUST 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 TRUST's shares or the
Variable Contracts and:
(a) arise out of or are based upon any untrue statement or
alleged untrue statement of any material fact contained in the
registration statement or prospectus or sales literature of TRUST (or
any amendment or supplement to any of the foregoing), or arise out of
or are based upon the omission or the alleged omission to state therein
a material fact required to be stated therein or necessary to make the
statements therein not misleading, provided that this agreement to
indemnify shall not apply as to any Indemnified Party if such statement
or omission or such alleged statement or omission was made in reliance
upon and in conformity with information furnished in writing to ADVISER
or TRUST by or on behalf of LIFE COMPANY for use in the registration
statement or prospectus for TRUST or in sales literature (or any
amendment or supplement) or otherwise for use in connection with the
sale of the Variable Contracts or TRUST shares; or
(b) arise out of or result from (i) statements or
representations (other than statements or representations contained in
the registration statement, prospectus or sales literature for the
Variable Contracts not supplied by ADVISER or TRUST or persons under
its control) or (ii) wrongful conduct or willful misfeasance of TRUST
or persons under its control, with respect to the sale or distribution
of the Variable Contracts or TRUST shares; or
(c) arise out of any untrue statement or alleged untrue
statement of a material fact contained in a registration statement,
prospectus, or sales literature covering the Variable Contracts, or any
amendment thereof or supplement thereto or the omission or alleged
omission to state therein a material fact required to be stated therein
or
13
necessary to make the statements therein not misleading, if such
statement or omission or such alleged statement or omission was made in
reliance upon and in conformity with information furnished in writing
to LIFE COMPANY for inclusion therein by or on behalf of TRUST; or
(d) arise as a result of (i) a failure by TRUST to provide
substantially the services and furnish the materials under the terms of
this Agreement; or (ii) a failure by a Portfolio(s) invested in by the
Separate Account to comply with the diversification requirements of
Section 817(h) of the Code; or (iii) a failure by a Portfolio(s)
invested in by the Separate Account to qualify as a "regulated
investment company" under Subchapter M of the Code; or
(e) arise out of or result from any material breach of any
representation and/or warranty made by TRUST in this Agreement or arise
out of or result from any other material breach of this Agreement by
TRUST.
9.5 TRUST and ADVISER shall not be liable under this indemnification
provision with respect to any losses, claims, damages, liabilities or litigation
incurred or assessed against an Indemnified Party to the extent that such
losses, claims, damages, liabilities or litigation are attributable to such
Indemnified Party's willful misfeasance, bad faith, or gross negligence in the
performance of such Indemnified Party's duties or by reason of such Indemnified
Party's reckless disregard of obligations and duties under this Agreement.
9.6 TRUST and ADVISER shall not be liable under this indemnification
provision with respect to any claim made against an Indemnified Party unless
such Indemnified Party shall have notified TRUST and ADVISER in writing within a
reasonable time after the summons or other first legal process giving
information of the nature of the claim shall have been served upon such
Indemnified Party (or after such Indemnified Party shall have received notice of
such service on any designated agent), but failure to notify TRUST and ADVISER
of any such claim shall not relieve TRUST and ADVISER from any liability which
it may have to the Indemnified Party against whom such action is brought
otherwise than on account of this indemnification provision. In case any such
action is brought against the Indemnified Parties, TRUST and ADVISER shall be
entitled to participate at its own expense in the defense thereof. TRUST and
ADVISER also shall be entitled to assume the defense thereof, with counsel
satisfactory to the party named in the action. After notice from TRUST and
ADVISER to such party of TRUST's and ADVISER's election to assume the defense
thereof, the Indemnified Party shall bear the fees and expenses of any
additional counsel retained by it, and TRUST and ADVISER will not be liable to
such party under this Agreement for any legal or other expenses subsequently
incurred by such party independently in connection with the defense thereof
other than reasonable costs of investigation.
Article X. TERM; TERMINATION
10.1 This Agreement shall be effective as of the date hereof and shall
continue in force until terminated in accordance with the provisions herein.
14
10.2 This Agreement shall terminate in accordance with the following
provisions:
(a) At the option of LIFE COMPANY or TRUST at any time from
the date hereof upon 180 days' notice, unless a shorter time is agreed
to by the parties;
(b) At the option of LIFE COMPANY, if TRUST shares are not
reasonably available to meet the requirements of the Variable Contracts
as determined by LIFE COMPANY. Prompt notice of election to terminate
shall be furnished by LIFE COMPANY, said termination to be effective
ten days after receipt of notice unless TRUST makes available a
sufficient number of shares to reasonably meet the requirements of the
Variable Contracts within said ten-day period;
(c) At the option of LIFE COMPANY, upon the institution of
formal proceedings against TRUST and/or ADVISER by the SEC, the NASD,
or any other regulatory body, the expected or anticipated ruling,
judgment or outcome of which would, in LIFE COMPANY's reasonable
judgment, materially impair TRUST's and/or ADVISER's ability to meet
and perform their obligations and duties hereunder. Prompt notice of
election to terminate shall be furnished by LIFE COMPANY with said
termination to be effective upon receipt of notice;
(d) At the option of TRUST, upon the institution of formal
proceedings against LIFE COMPANY and/or its broker-dealer affiliates by
the SEC, the NASD, or any other regulatory body, the expected or
anticipated ruling, judgment or outcome of which would, in TRUST's
reasonable judgment, materially impair LIFE COMPANY's ability to meet
and perform its obligations and duties hereunder. Prompt notice of
election to terminate shall be furnished by TRUST with said termination
to be effective upon receipt of notice;
(e) In the event TRUST's shares are not registered, issued or
sold in accordance with applicable state or federal law, or such law
precludes the use of such shares as the underlying investment medium of
Variable Contracts issued or to be issued by LIFE COMPANY. Termination
shall be effective upon such occurrence without notice. If through no
fault of LIFE COMPANY the need for substitution of TRUST shares for the
shares of another "registered investment company" arises out of this
event, the expenses of obtaining such order shall be reimbursed by
TRUST. TRUST and ADVISER shall cooperate with LIFE COMPANY in
connection with such application;
(f) In the event of a vote by the Variable Contract owners
having an interest in the Portfolio(s), or SEC approval of an
application pursuant to Section 26(c) of the '40 Act, to substitute
TRUST shares for the shares of another "registered investment company".
The LIFE COMPANY will give sixty (60) days written notice to TRUST of
any proposed application or vote to replace TRUST shares. Termination
shall be effective upon receipt of notice of the vote or application
determination to approve the substitution by TRUST. TRUST and ADVISER
shall cooperate with LIFE Company in connection with such application;
15
(g) At the option of TRUST if the Variable Contracts cease to
qualify as annuity contracts or life insurance contracts, as
applicable, under the Code, or if TRUST reasonably believes that the
Variable Contracts may fail to so qualify. Termination shall be
effective upon receipt of notice by LIFE COMPANY;
(h) At the option of LIFE COMPANY, if the Portfolio(s)
invested in by the Separate Accounts fail to comply with the
diversification requirements of Section 817(h) of the Code or a
Portfolio(s) invested in by the Separate Accounts fail to qualify as a
"regulated investment company" under Subchapter M of the Code;
(i) At the option of LIFE COMPANY, upon TRUST's breach of any
material provision of this Agreement, which breach has not been cured
to the satisfaction of LIFE COMPANY within ten days after written
notice of such breach is delivered to TRUST;
(j) At the option of TRUST, upon LIFE COMPANY's breach of any
material provision of this Agreement, which breach has not been cured
to the satisfaction of TRUST within ten days after written notice of
such breach is delivered to LIFE COMPANY;
(k) At the option of TRUST, if the Variable Contracts are not
registered, issued or sold in accordance with applicable federal and/or
state law. Termination shall be effective immediately upon such
occurrence without notice;
10.3 In the event this Agreement is assigned without the prior written
consent of LIFE COMPANY, TRUST, and ADVISER, termination shall be effective
immediately upon such occurrence without notice.
10.4 Notwithstanding any termination of this Agreement pursuant to
Section 10.2 hereof, TRUST and LIFE COMPANY at their option may elect to
continue to make available additional TRUST shares, as provided below, for so
long as TRUST and LIFE COMPANY desire pursuant to the terms and conditions of
this Agreement, for all Variable Contracts in effect on the effective date of
termination of this Agreement (hereinafter referred to as "Existing Contracts").
Specifically, without limitation, if TRUST and LIFE COMPANY so elect to make
additional TRUST shares available, the owners of the Existing Contracts or LIFE
COMPANY, whichever shall have legal authority to do so, shall be permitted to
reallocate investments in TRUST, redeem investments in TRUST and/or invest in
TRUST upon the payment of additional premiums under the Existing Contracts. In
the event of a termination of this Agreement pursuant to Section 10.2 hereof,
TRUST, ADVISER and/or LIFE COMPANY, as promptly as is practicable under the
circumstances, shall notify the other regarding the decision to continue to make
TRUST shares available after such termination. If TRUST shares continue to be
made available after such termination, the provisions of this Agreement shall
remain in effect and thereafter either TRUST or LIFE COMPANY may terminate the
Agreement, as so continued pursuant to this Section 10.3, upon sixty (60) days'
prior written notice to the other party.
16
10.5 Except as necessary to implement Variable Contract owner initiated
transactions, or as required by state insurance laws or regulations, LIFE
COMPANY shall not redeem the shares attributable to the Variable Contracts (as
opposed to the shares attributable to LIFE COMPANY's assets held in the Separate
Accounts), and LIFE COMPANY shall not prevent Variable Contract owners from
allocating payments to a Portfolio that was otherwise available under the
Variable Contracts until thirty (30) days after the LIFE COMPANY shall have
notified TRUST of its intention to do so.
Article XI. NOTICES
11.1 Any notice hereunder shall be given by registered or certified
mail return receipt requested to the other party at the address of such party
set forth below or at such other address as such party may from time to time
specify in writing to the other party.
If to TRUST:
Deutsche Asset Management VIT Funds
c/o PFPC Global Fund Services
0000 Xxxxxxx Xxxxx
Xxxx xx Xxxxxxx, XX 00000-0000
Attn: Xxx Xxxxxxxx, Legal Department
and
c/o Deutsche Asset Management Mutual Fund Services
One South Street, Mail Stop 1-18-6
Xxxxxxxxx, XX 00000
Attn: Xxxxxxx Xxxx
If to ADVISER:
Deutsche Asset Management, Inc.
000 Xxxx Xxxxxx, Xxxx Xxxx XXX00-0000
Xxx Xxxx, XX 00000
Attn.: Legal Department
If to LIFE COMPANY:
Farmers New World Life Insurance Company
0000 - 00xx Xxxxxx, X.X.
Xxxxxx Xxxxxx, Xxxxxxxxxx 00000
Attention: C. Xxxx Xxxxxx, President
and
17
X. Xxxxxxx Close
Vice President and General Counsel
Farmers New World Life Insurance Company
0000 Xxxxxxxx Xxxxxxxxx
Xxx Xxxxxxx, Xxxxxxxxxx 00000
11.2 Notice shall be deemed given on the date of receipt by the
addressee as evidenced by the return receipt.
Article XII. MISCELLANEOUS
12.1 The captions in this Agreement are included for convenience of
reference only and in no way define or delineate any of the provisions hereof or
otherwise affect their construction or effect.
12.2 This Agreement may be executed simultaneously in two or more
counterparts, each of which taken together shall constitute one and the same
instrument.
12.3 If any provision of this Agreement shall be held or made invalid
by a court decision, statute, rule or otherwise, the remainder of the Agreement
shall not be affected thereby.
12.4 This Agreement shall be construed and the provisions hereof
interpreted under and in accordance with the laws of the State of Washington. It
shall also be subject to the provisions of the federal securities laws and the
rules and regulations thereunder and to any orders of the SEC granting exemptive
relief therefrom and the conditions of such orders.
12.5 It is understood and expressly stipulated that neither the
shareholders of shares of any Portfolio nor the Trustees or officers of TRUST or
any Portfolio shall be personally liable hereunder. No Portfolio shall be liable
for the liabilities of any other Portfolio. All persons dealing with TRUST or a
Portfolio must look solely to the property of TRUST or that Portfolio,
respectively, for enforcement of any claims against TRUST or that Portfolio. It
is also understood that each of the Portfolios shall be deemed to be entering
into a separate Agreement with LIFE COMPANY so that it is as if each of the
Portfolios had signed a separate Agreement with LIFE COMPANY and that a single
document is being signed simply to facilitate the execution and administration
of the Agreement.
12.6 Each party shall cooperate with each other party and all
appropriate governmental authorities (including without limitation the SEC, the
NASD and state insurance regulators) and shall permit such authorities
reasonable access to its books and records in connection with any investigation
or inquiry relating to this Agreement or the transactions contemplated hereby.
12.7 The parties agree and acknowledge that this Agreement shall not be
exclusive in any respect; the TRUST shares may be sold to other insurance
companies and investors and the cash value of the Contracts may be invested in
other investment companies.
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12.8 The rights, remedies and obligations contained in this Agreement
are cumulative and are in addition to any and all rights, remedies and
obligations, at law or in equity, which the parties hereto are entitled to under
state and federal laws.
12.9 If the Agreement terminates, the parties agree that Article 2,
Article 5, Article 9 and Sections 12.5, 12.6 and 12.8 shall remain in effect
after termination.
12.10 No provision of this Agreement may be amended or modified in any
manner except by a written agreement properly authorized and executed by TRUST,
ADVISER and the LIFE COMPANY.
12.11 No failure or delay by a party in exercising any right or remedy
under this Agreement will operate as a waiver thereof and no single or partial
exercise of rights shall preclude a further or subsequent exercise. The rights
and remedies provided in this Agreement are cumulative and not exclusive of any
rights or remedies provided by law.
19
IN WITNESS WHEREOF, the parties have caused their duly authorized
officers to execute this Fund Participation Agreement as of the date and year
first above written.
DEUTSCHE ASSET MANAGEMENT VIT FUNDS
By: /s/ Xxxxx X. Xxxxxxxxx
___________________________________________
Name: Xxxxx X. Xxxxxxxxx
Title: Assistant Secretary
DEUTSCHE ASSET MANAGEMENT, INC.
By: /s/ Xxxxxxx X. Xxxxxxxx
___________________________________________
Name: Xxxxxxx X. Xxxxxxxx, III
Title: Managing Director and
Senior Counsel
FARMERS NEW WORLD LIFE INSURANCE COMPANY
By: /s/ Xxxx X. Xxxxxx
___________________________________________
Name: Xxxx X. Xxxxxx
Title: Assistant Vice President & Secretary
20
APPENDIX A
To Participation Agreement by and among Deutsche Asset Management VIT Funds,
Deutsche Asset Management, Inc. and Farmers New World Life Insurance Company.
List of portfolios:
Equity 500 Index Fund - Class B Shares
APPENDIX B
To Participation Agreement by and among Deutsche Asset Management VIT Funds,
Deutsche Asset Management, Inc. and Farmers New World Life Insurance Company.
List of variable separate accounts:
Farmers Variable Life Separate Account A
