EXHIBIT (h)(20(a)
Rule 22c-2 Information Sharing and Restricted Trading Agreement
AGREEMENT entered into as of April 16, 2007, or such other compliance date
mandated by Rule 22c-2 of the Investment Company Act of 1940 ("Rule 22c-2"),
whichever shall last occur, by and between Fidelity Distributors Corporation
("Fund Agent") and AMERICAN INTERNATIONAL LIFE ASSURANCE COMPANY OF NEW YORK
("Intermediary").
This Agreement is an addendum to the Participation Agreement between Fund Agent
and Intermediary. This Agreement changes the terms of the Participation
Agreement only to the extent specifically so required by this Agreement.
As used in this Agreement, the following terms shall have the following
meanings, unless a different meaning is clearly required by the contexts:
"Shareholders" shall mean those contract or policy owners of the Intermediary
who maintain an interest in an Account with the mutual funds of Fund Agent (the
"Funds"). The term not does include any "excepted funds" as defined in SEC Rule
22c-2(b) under the Investment Company Act of 1940./1/
"Shares" shall mean the interests of Shareholders corresponding to the
redeemable securities of record issued by the Fund under the Investment Company
Act of 1940 that are held by the Intermediary.
"Written" shall include electronic writings and facsimile transmissions.
WHEREAS, the Intermediary offers or otherwise makes available the Funds to or
for contract and/or policy owners of Intermediary;
WHEREAS, pursuant to Rule 22c-2, Fund Agent is required to enter into a
shareholder information agreement with every intermediary who holds shares of
the Funds in omnibus accounts and submits orders directly to Fund Agent's
transfer agent or to a registered clearing agency;
WHEREAS, this Agreement sets forth the terms and conditions for information
sharing for the Fund Agent and Intermediary in accordance with Rule 22c-2; and
WHEREAS, this Agreement shall inure to the benefit of and shall be binding upon
the undersigned and each such entity shall be either a Fund Agent or
Intermediary for purposes of this Agreement (the Fund Agent and the
Intermediary shall be collectively referred to herein as the "Parties" and
individually as a "Party");
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/1/ As defined in SEC Rule 22c-2(b), term "excepted fund" means any: (1) money
market fund; (2) fund that issues securities that are listed on a national
exchange; and (3) fund that affirmatively permits short-term trading of
its securities, if its prospectus clearly and prominently discloses that
the fund permits short-term trading of its securities and that such
trading may result in additional costs for the fund.
NOW, THEREFORE, in consideration of the mutual covenants herein contained, the
Fund Agent and Intermediary hereby agree as follows:
Shareholder Information
1. Agreement to Provide Information. Intermediary agrees to provide the Fund
Agent, upon written request, the taxpayer identification number ("TIN"), or an
equivalent identifying number such as a contract or policy identification
number, of any or all Shareholder(s) of the Funds, and the amount, date and
transaction type (purchase, redemption, transfer, or exchange) of every
purchase, redemption, transfer, or exchange of Shares held through an Account
maintained by the Intermediary during the period covered by the request. Unless
otherwise specifically requested by the Fund or its designee, Intermediary
shall only be required to provide the information in regard to transactions
that are initiated or directed by the Shareholder, and shall not be required to
provide information in regard to transactions that are executed automatically
by the Intermediary, such transactions resulting from dollar cost averaging
programs, automatic rebalancing programs, periodic deduction of fees, and
redemptions pursuant to a systematic withdrawal plan. Upon further request by
the Fund, Intermediary agrees to determine promptly whether any investment
professionals are associated with any Shareholder(s) account which has been
identified by the Fund as having violated policies established by the Fund.
Intermediary agrees to notify Underwriter if any investment professional
associated with the account was associated with other accounts that have been
identified by the Fund as having violated 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.
Shareholder Information requests must be directed to the Intermediary's
representatives at a mutually agreed upon address Fund Agent shall initiate any
request for information as described above in writing.
1.1 Period Covered by Request. Requests must set forth a specific period to be
examined, not to exceed 180 days from the date of the request, and which shall
cover a period ending no earlier than 10 business days preceding Intermediary's
receipt of the written request. The Fund may request transaction information
older than 180 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.
1.2 Timing of Requests. Notwithstanding paragraph 1.1 above, Fund requests for
Shareholder information shall be made no more frequently than monthly except as
the Fund deems necessary to investigate compliance with policies established by
the Fund for the purposes of eliminating or reducing any dilution of the values
of the outstanding shares issued by the Fund.
1.3 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 10 business days after receipt of a
request. If the requested information is not on the Intermediary's books and
records, Intermediary agrees to provide or arrange to provide to the Fund the
requested information from Shareholders who hold an account with an indirect
intermediary Responses required by this paragraph must be communicated in
writing and in a format mutually agreed upon by the Parties.
1.4 Limitations on Use of Information. The Fund agrees not to use the
Shareholder Information received for any purpose (i) other than as necessary to
comply with the provisions of Rule 22c-2, nor (ii) for any purpose not
permitted under the privacy provisions of Title V of the Xxxxx-Xxxxx-Xxxxxx Act
and comparable state laws, including, but not limited to marketing or any other
similar purpose without the prior written consent of Intermediary.
2. Agreement to Restrict Trading. Intermediary agrees to execute written
instructions from Fund Agent to restrict or prohibit further purchases or
exchanges of Shares by a Shareholder that has been identified by Fund Agent as
having engaged in transactions of the Fund's Shares (directly or indirectly
through the 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. Restriction of Trading requests must
be directed to the Intermediary's representatives at a mutually agreed upon
address.
2.1 Form of Instructions for Restriction of Trading. Restriction of trading
instructions must include the TIN or an equivalent identifying number of the
Shareholder(s) or Account(s) or other agreed upon information to which the
instruction relates.
2.2 Timing of Response. Intermediary agrees to use its best efforts to execute
Fund Agent's instructions as soon as reasonably practicable, but not later than
10 business days after Fund Agent's instructions are received by the
Intermediary.
2.3 Confirmation by Intermediary. Intermediary will provide confirmation to
Fund Agent that Fund Agent's instructions have been executed. Intermediary
agrees to provide confirmation as soon as reasonably practicable, but no later
than ten business days after the instructions have been executed.
In all other respects, this Agreement is controlled by the Participation
Agreement between the Parties.
IN WITNESS WHEREOF, the undersigned has caused this Agreement to be executed as
of the date first above written.
FIDELITY DISTRIBUTORS CORPORATION
By: __________________________ Attest: __________________________
Name: __________________________ Name: __________________________
Title: __________________________ Title: __________________________
AMERICAN INTERNATIONAL LIFE ASSURANCE COMPANY OF NEW YORK
By: __________________________ Attest: __________________________
Name: __________________________ Name: __________________________
Title: __________________________ Title: __________________________
(Seal)
Appendix A
Representatives of the Intermediary
Requests for Shareholder Information or Trading Restrictions must be directed
to:
Xxxxxxxx Xxxxxx
Senior Counsel
AIG American General
0000 Xxxxx Xxxxxxx, X00-00
Xxxxxxx, XX 00000
(000) 000-0000
and to:
Xxxxxxx XxXxxxxx
Variable Products Accounting
AIG American General
0000-X Xxxxx Xxxxxxx
Xxxxxxx, XX 00000
(000) 000-0000
