EXHIBIT (7)(d)
SEVENTH AMENDMENT
TO
PARTICIPATION AGREEMENT
AMONG AMERICAN GENERAL LIFE INSURANCE COMPANY,
AMERICAN GENERAL DISTRIBUTORS, INC,
SAFECO RESOURCE SERIES TRUST, AND
SAFECO SECURITIES, INC.
THIS SEVENTH AMENDMENT TO PARTICIPATION AGREEMENT ("Amendment") dated as of
October 1, 2002, amends the Participation Agreement dated as of April 1, 1998
(the "Agreement") among AMERICAN GENERAL LIFE INSURANCE COMPANY ("AGL") on its
own behalf and on behalf of each separate account of AGL (each a "Separate
Account") set forth on Schedule A of the Agreement (as same may be amended from
time to time) ("Schedule A"), AMERICAN GENERAL DISTRIBUTORS, INC. ("AGDI"),
SAFECO RESOURCE SERIES TRUST (the "Fund") and SAFECO SECURITIES, INC. (the
"Distributor"), (collectively, the "Parties"). All capitalized terms not
otherwise defined in this Amendment, shall have the same meaning as ascribed in
the Agreement.
WITNESSETH THAT:
WHEREAS, American General Equity Services Corporation ("AGESC") is a
Delaware corporation and is registered as a broker-dealer under the 1934 Act and
under any appropriate regulatory requirements of state law, and is a member in
good standing of the NASD, and is an affiliate of AGDI and AGL;
WHEREAS, AGL and AGESC have entered into a Distribution Agreement, dated
October 1, 2002, which sets forth AGESC's duties as distributor of the Contracts
and replaces the Distribution Agreement between AGL and AGDI;
WHEREAS, AGDI desires that AGESC replace AGDI as a party to the Agreement;
NOW, THEREFORE, in consideration of their mutual promises, the Parties
agree as follows:
1. Effective on the date of the Distribution Agreement between AGL and
AGESC, indicated herein, AGESC will replace AGDI as a party to the
Agreement. All the duties and responsibilities of AGDI shall become the
duties and responsibilities of AGESC.
2. Except as amended herein, the Agreement, and any past amendments
thereto, is hereby ratified and confirmed in all respects.
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IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be
executed in its name and on its behalf by its duly authorized representative
hereto as of the date specified above.
AMERICAN GENERAL LIFE INSURANCE COMPANY,
on behalf of itself and each of its Separate Accounts named in
Schedule A hereto, as amended from time to time.
By:_______________________________________
AMERICAN GENERAL EQUITY SERVICES CORPORATION
By:_______________________________________
SAFECO RESOURCE SERIES TRUST
By:_______________________________________
SAFECO SECURITIES, INC.
By:_______________________________________
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