AMENDMENT TO
PARTICIPATION AGREEMENT
The Participation Agreement (the "Agreement"), dated as of May 1, 2003, by and
among AIM Variable Insurance Funds, a Delaware trust; AIM Distributors, Inc., a
Delaware corporation; Jefferson National Life Insurance Company, a Texas life
insurance company ("JNL") and INVIVA Securities Corporation (UNDERWRITER), is
hereby amended as follows:
Section 2.3 of the Agreement is hereby deleted in its entirety and replaced with
the following:
2.3 APPLICABLE PRICE
(a) Share purchase payments and redemption orders that result from purchase
payments, premium payments, surrenders and other transactions under Contracts
(collectively, "Contract transactions") and that JNL receives prior to the close
of regular trading on the New York Stock Exchange (or such other time set by the
Board for purposes of determining the current net asset value of a Fund in
accordance with Rule 22c-l under the 0000 Xxx) on a Business Day will be
executed at the net asset values of the appropriate Funds next computed after
receipt by AVIF or its designated agent of the orders. For purposes of this
Section 2.3(a), JNL shall be the designated agent of AVIF for receipt of orders
relating to Contract transactions, in accordance with Section 22(c) and Rule
22c-1 under the 1940 Act, on each Business Day and receipt by such designated
agent shall constitute receipt by AVIF; provided that AVIF receives notice of
such orders by 9:00 a.m. Central Time on the next following Business Day or such
later time as computed in accordance with Section 2.1(b) hereof. In connection
with this Section 2.3(a), JNL represents and warrants that it will not submit
any order for Shares or engage in any practice, nor will it allow or suffer any
person acting on its behalf to submit any order for Shares or engage in any
practice, that would violate or cause a violation of applicable law or
regulation including, without limitation Section 22 of the 1940 Act and the
rules thereunder.
(b) All other Share purchases and redemptions by JNL will be effected at the
net asset values of the appropriate Funds next computed after receipt by AVIF or
its designated agent of the order therefore, and such orders will be
irrevocable.
(c) Without limiting the scope or effect of Section 1.1 hereof, pursuant to
which the Board may reject a Share purchase order by or on behalf of JNL under
the circumstances described therein, JNL and UNDERWRITER agree to cooperate with
the Fund and AIM to prevent any person exercising, or purporting to exercise,
rights or privileges under one or more Contracts (including, but not limited to
Contract owners, annuitants, insureds or participants, as the case may
be (collectively, "Participants") from engaging in any trading practices in any
Fund that the Board or AIM determines, in good faith and in their sole
discretion, to be detrimental or potentially detrimental to the other
shareholders of the Fund, or to be in contravention of any applicable law or
regulation including, without limitation, Section 22 of the 1940 Act and the
rules thereunder. Such cooperation may include, but shall not be limited to,
identifying the person or persons engaging in such trading practices,
facilitating the imposition of any applicable redemption fee on such person or
persons, limiting the telephonic or electronic trading privileges of such person
or persons, and taking such other remedial steps, all to the extent permitted or
required by applicable law.
Section 6.3 of the Agreement is hereby deleted in its entirety and replaced with
the following:
6.3 FUNDS TO REMAIN AVAILABLE
Notwithstanding any termination of this Agreement by JNL, AVIF will, at the
option of JNL, continue to make available additional shares of the Fund pursuant
to the terms and conditions of this Agreement, for all Contracts in effect on
the effective date of termination of this Agreement (hereinafter referred to as
"Existing Contracts"), unless AIM or the Board determines that doing so would
not serve the best interests of the shareholders of the affected Funds or would
be inconsistent with applicable law or regulation. Specifically, without
limitation, the owners of the Existing Contracts will be permitted to reallocate
investments in the Fund (as in effect on such date), redeem investments in the
Fund and/or invest in the Fund upon the making of additional purchase payments
under the Existing Contracts. The parties agree that this Section 6.3 will not
apply to any (i) terminations under Section 5 and the effect of such
terminations will be governed by Section 5 of this Agreement or (ii) any
rejected purchase and/or redemption order as described in Section 2.3(c) hereof.
Section 22 is hereby added to the Agreement:
SECTION 22. FORCE MAJEURE
Each Party shall be excused from the performance of any of its obligations to
the other where such nonperformance is occasioned by any event beyond its
control which shall include, without limitation, any applicable order, rule or
regulation of any federal, state or local body, agency or instrumentality with
jurisdiction, work stoppage, accident, natural disaster, war, acts of terrorism
or civil disorder, provided that the Party so excused shall use all reasonable
efforts to minimize its nonperformance and overcome, remedy, cure or remove such
event as soon as is reasonably practicable, and such performance shall be
excused only for so long as, in any given case, the force or circumstances
making performance impossible shall exist.
Schedule A of the Agreement is hereby deleted in its entirety and replaced with
the following:
SCHEDULE A
FUNDS AVAILABLE UNDER THE CONTRACTS
AIM V.I. Aggressive Growth Fund
AIM V.I. Balanced Fund
AIM V.I. Basic Value Fund
AIM V.I. Blue Chip Fund
AIM V.I. Capital Appreciation Fund
AIM V.I. Capital Development Fund
AIM V.I. Core Equity Fund
AIM V.I. Dent Demographic Trends Fund
AIM V.I. Diversified Income Fund
AIM V.I. Government Securities Fun
AIM V.I. Growth Fund(1)
AIM V.I. High Yield Fund(1)
AIM V.I. International Growth Fund
AIM V.I. Large Cap Growth Fund
AIM V.I. Mid Cap Core Equity Fund
AIM V.I. Money Market Fund
AIM V.I. Premier Equity Fund
AIM V.I. Real Estate Fund(2)
AIM V.I. Small Cap Equity Fund
INVESCO VIF - Core Equity Fund
INVESCO VIF - Dynamics Fund
INVESCO VIF - Financial Services Fund
INVESCO VIF - Health Sciences Fund
INVESCO VIF - Leisure Fund
INVESCO VIF - Small Company Growth Fund
INVESCO VIF - Technology Fund
INVESCO VIF - Total Return Fund
INVESCO VIF - Utilities Fund
(1) Effective April 30, 2004, AIM V.I. Growth Fund acquired the assets of
INVESCO VIF - Growth Fund; AIM V.I. High Yield Fund acquired the assets of
INVESCO VIF - High Yield Fund; and INVESCO VIF - Technology Fund acquired the
assets of AIM V.I. New Technology Fund and INVESCO VIF - Telecommunications
Fund.
(2) Formerly, INVESCO VIF - Real Estate Opportunities Fund.
SEPARATE ACCOUNTS UTILIZING THE FUNDS
- Jefferson National Life Annuity Account C
- Jefferson National Life Annuity Account E
- Jefferson National Life Annuity Account F
- Jefferson National Life Annuity Account G
- Jefferson National Life Annuity Account H
- Jefferson National Life Annuity Account I
- Jefferson National Life Annuity Account J
- Jefferson National Life Annuity Account K
- Jefferson National Life Account L
- Jefferson National Life Annuity Account M
- Jefferson National Life Annuity Account N
- Jefferson National Life Annuity Account 0
CONTRACTS FUNDED BY THE SEPARATE ACCOUNTS
- 22-4025 (Individual)
- 32-4000 (Group)
- 22-4047/32-4003 (Achievement)
- 22-4048/32-4002 (Educator)
- 22-4061
- 22-4056
- CVIC-2000 or-2001 (state specific)
- CVIC-2004 or -2005(state specific)
- JNL-2100
- JNL-2200
- CVIC-1001 and-1003
- JNL-22-4061
- JNL-2000
- JNL-2004
All other terms and provisions of the Agreement not amended herein shall remain
in full force and effect.
Effective date: APRIL 6, 2004
AIM VARIABLE INSURANCE FUNDS
Attest: By: /s/
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Name: Name:
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Title: Title:
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AIM DISTRIBUTORS, INC.
Attest: By: /s/
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Name: Name:
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Title: Title:
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JEFFERSON NATIONAL LIFE
INSURANCE COMPANY
Attest: By: /s/
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Name: Name:
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Title: Title:
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INVIVA SECURITIES CORPORATION
Attest: By: /s/
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Name: Name:
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Title: Title:
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