Exhibit (h)(ix)
ASSIGNMENT OF AND AMENDMENT #3 TO PARTICIPATION AGREEMENT AMONG
VARIABLE INSURANCE PRODUCTS FUND II
FIDELITY DISTRIBUTORS CORPORATION
and
SECURITY EQUITY LIFE INSURANCE COMPANY
WHEREAS, SECURITY EQUITY LIFE INSURANCE COMPANY (the "Company"),
VARIABLE INSURANCE PRODUCTS FUND II (the "Fund") and FIDELITY DISTRIBUTORS
CORPORATION ("Fidelity") have previously entered into a Participation Agreement
effective November 19, 1994, as amended on April 19, 1996 and April 22, 1997
(the "Agreement"); and
WHEREAS, the Company has agreed to merge with and into Metropolitan
Life Insurance Company, a New York corporation with its principal place of
business at Xxx Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 ("MetLife"); and
WHEREAS, by operation of law as a result of the merger, MetLife will
assume ownership of the assets in the Company's segregated asset accounts,
identified in Schedules A-1 and A-2 to the Agreement (the "Accounts"), and will
assume all of the Company's liabilities and obligations under the variable life
insurance policies and variable annuity contracts issued by the Company and the
Accounts; and
WHEREAS, the Company desires to assign, and MetLife desires to assume,
all of the Company's interests, rights and obligations under the Agreement; and
WHEREAS, Section 12.9 of the Agreement provides generally that the
Agreement may not be assigned without the prior written consent of the Company,
the Fund and Fidelity; and
WHEREAS, the parties wish to amend and restate Schedules A-1 and A-2 of
the Agreement;
NOW, THEREFORE, the parties hereto agree to the following:
1. The Company, the Fund and Fidelity consent to the assignment to
MetLife of all of the Company's interests, rights and obligations under the
Agreement, effective as of the date the Company merges with and into MetLife.
2. MetLife agrees to assume all of the Company's interests, rights and
obligations under the Agreement, effective as of the date the Company merges
with and into MetLife.
3. The Agreement is amended so that each reference to "Security Equity
Life Insurance Company" or "the Company" is now a reference to MetLife.
4. Schedules A-1 and A-2 are amended in their entirety, as attached
hereto and incorporated herein.
5. Except as specifically set forth herein, all other provisions of the
Agreement shall remain in full force and effect.
IN WITNESS WHEREOF we have set our hands as of the ______ day of
_________, 2003.
SECURITY EQUITY LIFE INSURANCE COMPANY METROPOLITAN LIFE INSURANCE COMPANY
By: __________________________________ By: _____________________________
Name: Name:
Title: Title:
VARIABLE INSURANCE PRODUCTS FUND II FIDELITY DISTRIBUTORS CORPORATION
By: __________________________________ By: _____________________________
Name: Name:
Title: Title:
Schedule A-1
Unregistered Accounts
---------------------------------------------------------------------------------------------
DATE OF RESOLUTION OF
COMPANY'S BOARD WHICH
NAME OF ACCOUNT PORTFOLIO ESTABLISHED ACCOUNT
---------------------------------------------------------------------------------------------
Separate Account 8 Investment Grade Bond Effective as of
December 15, 1994
---------------------------------------------------------------------------------------------
Separate Account 9 Asset Manager Effective as of
December 15, 1994
---------------------------------------------------------------------------------------------
Separate Account 10 Index 500 Effective as of
December 15, 1994
---------------------------------------------------------------------------------------------
Separate Account 34 Contrafund May 14, 1997
---------------------------------------------------------------------------------------------
Schedule A-2
Registered Accounts
-------------------------------------------------------------------------------
DATE OF RESOLUTION OF
COMPANY'S BOARD WHICH
NAME OF ACCOUNT PORTFOLIO ESTABLISHED ACCOUNT
-------------------------------------------------------------------------------
Separate Account 13 Investment Grade Bond December 30, 1994
-------------------------------------------------------------------------------
Asset Manager December 30, 1994
-------------------------------------------------------------------------------
Index 500 December 30, 1994
-------------------------------------------------------------------------------
Contrafund May 21, 1998
-------------------------------------------------------------------------------
AMENDMENT NO. 2 TO PARTICIPATION AGREEMENT
This Amendment No. 2 is made as of April 22, 1997 to the Participation
Agreement by and among Variable Insurance Products Fund II (the "Fund"),
Fidelity Distributors Corporation (the "Underwriter"), and Security Equity Life
Insurance Company (the "Company") dated as of November 19, 1994 (the
"Agreement").
WHEREAS, the parties desire to amend Schedule A of the Agreement by adding
three segregated assets accounts which have been or will be established by the
Company; and
WHEREAS, the parties desire to update the list of options which are
available for the investment of net amounts under the Contracts, as that term is
defined in the Agreement:
NOW, THEREFORE, the parties hereby agree to amend the Agreement as set
forth herein.
I. Schedule A-1. The parties hereby agree to amend Schedule A-1 in its entirety,
as set forth on Exhibit A attached hereto and incorporated herein.
II. Schedule B-3. The parties hereby agree to amend Schedule B-3 in its
entirety, as set forth on Exhibit B attached hereto and incorporated herein.
IN WITNESS WHEREOF, each of the parties hereto has caused this Amendment
No. 2 to the Participation Agreement to be executed in its name and on its
behalf by its duly authorized representative as of the date first set forth
above.
VARIABLE INSURANCE PRODUCTS FUND II
-----------------------
J. Xxxx Xxxxxxxx
Senior Vice President
SECURITY EQUITY LIFE INSURANCE COMPANY
--------------------
Xxxxxxx X. Xxxxxx
President
FIDELITY DISTRIBUTORS CORPORATION
-----------------------
Xxxx X. Xxxxxxx
President
Schedule A-1
Unregistered Accounts
DATE OF RESOLUTION OF COMPANY'S BOARD WHICH
ESTABLISHED ACCOUNT
NAME OF ACCOUNT
Separate Account 8 Effective as of December 15, 1994
Separate Account 9 Effective as of December 15, 1994
Separate Account 10 Effective as of December 15, 1994
Separate Account 34 May 14, 1997
A-1
Schedule B-3
Investment Options Currently Available Under Products Listed on Schedules B-1
and B-2
Xxxxx Fargo Nikko Asset Allocation Fund
Xxxxx Fargo Nikko U.S. Government Allocation Fund
GCG Trust Emerging Markets
GCG Trust Limited Maturity Bond Fund
GCG Trust Liquid Assets
General American Capital Company Money Market Fund
Tomorrow Funds Core Large Cap
Tomorrow Funds Core Small Cap
Xxxxxxx Multi Style Equity Fund
Xxxxxxx Aggressive Equity
Xxxxxxx Non US Fund
Xxxxxxx Core Bond Fund
* Offitbank Emerging Markets Fund
* Offitbank High Yield Fund
* Offitbank Investment Grade Global Debt Fund
* Offibank DJG Value Equity Fund
* Offibank US Small Cap Fund
* Offibank Total Return Fund
* GE Investments US Equity Portfolio
* JPM Series Trust International Equity Fund
* Trainer Xxxxxxx Balanced Portfolio
* Janus Balance Portfolio
* Janus Growth Portfolio
* Janus World Wide Growth
** Tremont
*** Evergreen VA Fund
*** Evergreen VA Foundation Fund
*** Evergreen VA Growth and Income Fund
**** Maverick Fund USA, Ltd.
----------
* These funds are only available to purchasers of Contract Form #
LCL1(G) 6000022.
** These funds are only available to purchasers of Contract Form #
LCL1(G) 6000022 and Contract Form # LCL1(l) 6000022.
*** These funds are only available to purchasers of Contract Form #LCL2.
**** These funds are only available to purchasers of Contract Form #LCL1
(I)
B-3
