(3) (b) Form of Sales Agreement
Transamerica Occidental Life Insurance Company Transamerica Life Insurance
0000 Xxxxx Xxxxx Xxxxxx Company of New York
Xxx Xxxxxxx, XX 00000 000 Xxxxxxxxxxxxxx Xxxx
Xxxxxxxx, XX 00000
Transamerica Life Insurance and Annuity Company
000 Xxxxx Xxxxx Xxxxxx
Xxxxxxxxx, XX 00000
VARIABLE INSURANCE PRODUCTS SALES AGREEMENT
The parties to this agreement are: (i) the Insurance Company which has executed
this agreement on the signature page (referred to as "the Insurance Company");
(ii) the Insurance Company's underwriter, Transamerica Securities Sales
Corporation (referred to as "the Underwriter"), and (iii) the Broker-Dealer
named below (referred to as "you" or "the Broker"). The Insurance Company and
the Underwriter are collectively referred to as "we", "us" or "the Company". If
more than one Insurance Company has executed this agreement, each such execution
shall be deemed to create a new and separate agreement between the Insurance
Company, the Underwriter and the Broker. In that case, the terms of this
agreement shall apply separately with regard to each such agreement and no
Insurance Company shall be liable for the obligations or actions of any other
Insurance Company.
This agreement is effective on the date set forth below.
The terms of this agreement are as follows:
1. APPOINTMENT
You are appointed by the Company for the purpose of soliciting
applications for and servicing variable insurance products
("Contracts") and otherwise transacting the business of this agreement.
You accept such appointment and agree to comply with all applicable
laws and regulations, and to diligently devote yourself to the business
of this appointment in order to sell new Contracts and prevent the
termination of existing Contracts.
1.1 TERRITORY; NON-EXCLUSIVITY
Unless otherwise specified by us, you are authorized to solicit
applications in any jurisdiction in which we are authorized to offer
such Contracts and in which you are licensed and authorized to
represent us. We reserve the right to limit your territory at any time.
You are not obligated to represent us exclusively, and you do not have
an exclusive right to solicit Contracts for us in any area.
You agree that you will not solicit or accept business within the state
of Hawaii, or from any resident of Hawaii, without our written consent.
1.2 INDEPENDENT CONTRACTOR
You are an independent contractor. Nothing contained in this agreement
is to be construed to create the relation of employer and employee
between the Company and you. You may exercise your own judgment as to
the time and manner in which you may perform the services required to
be performed by you under this agreement. We may, from time to time,
prescribe rules and regulations concerning the conduct of the business
covered by this agreement which do not interfere with such freedom of
action.
VAR0119 (Rev. 7/00) 1
2. SOLICITATION OF APPLICATIONS
We will inform you from time to time which products you are authorized
to sell. Solicitation of Contracts authorized under this agreement will
be performed by you or by solicitors in accordance with the terms set
forth below.
A solicitor is a properly licensed registered representative who is
employed by or associated with you and is appointed by us to solicit
Contracts in your name. You are responsible for assuring that all
solicitors are persons of good character.
You agree not to allow any solicitor to engage in the services
authorized under this agreement, except in accordance with this
Section.
At our option, we may refuse to contract with or appoint any proposed
solicitor and may terminate any agreement with or appointment of a
solicitor. You will be solely responsible for the payment of any
compensation to solicitors, and you agree to hold us harmless from all
claims for commissions or other compensation by any solicitor.
2.1 LICENSING
Neither you nor any solicitor may engage in any activities under this
agreement unless and until you and they are properly licensed and/or
registered, as required, to perform such services in the particular
state or jurisdiction involved in accordance with all applicable laws
and regulations, including, but not limited to, any certification or
continuing education requirements and any applicable rules or other
requirements of the National Association of Securities Dealers
("NASD").
You agree to undertake and pay for all actions necessary to acquire and
maintain any necessary licenses and registrations for yourself and/or
the solicitors. We will take the necessary actions, including the
payment of applicable fees, to appoint you and the solicitors to
represent us in the states in which you and they reside. We will
appoint you and the solicitors to represent us in additional states at
your expense.
2.2 SUPERVISION
You are responsible for the performance of solicitors and your
employees and associated persons. You agree to take all necessary steps
to communicate the Company's rules and regulations to such persons, and
to assure that they comply with such rules and regulations, as well as
all other applicable laws and regulations. You will supervise and train
registered representatives and other associated persons to ensure
compliance with Company policies and applicable laws.
3. RESPONSIBILITIES OF THE BROKER
You will abide by the following in the conduct of your activities under
this agreement:
3.1 COMPANY REGULATIONS
To the extent they do not conflict with the terms of this agreement,
you will conform to the rules and regulations of the Company now or
hereafter in force. Such rules and regulations will constitute a part
of this agreement. This provision shall not be construed to alter the
relationship of the parties as provided in Section 1.2 above.
3.2 LIMITATION OF AUTHORITY
You have no authority to alter, modify, waive or change any of the
terms, rates or conditions of our contracts or policies whether or not
covered by this agreement. You have no authority to obligate us in any
manner whatsoever nor to receive monies due to us, except as otherwise
provided in this agreement or as may be authorized in writing by us.
VAR0119 (Rev. 7/00) 2
3.3 COMPANY RECORDS
All documents, records, software and other data and information, in
whatever form they may be, which pertain to the Company's policyholders
or any other business of the Company, are and will remain the property
of the Company. Any such property in your possession shall be at any
time and all times open to inspection by the Company or its authorized
representative, and upon termination of this agreement you will
promptly turn all such property over to the Company or its authorized
representatives.
You acknowledge that all documents, records, software and other data,
information and supplies referred to in this Section 3.3 are
confidential and proprietary to the Company, and you agree to preserve
the confidentiality and privacy of the Company in all of the same; and
you further agree that you will not, without the Company's prior
written consent, release or disclose any of the same or their contents
to any person, or otherwise use any of the same or their contents in
any manner, except in furtherance of the business of this agreement or
as required by legal process.
Nothing contained in this Section 3.3 is intended to restrict your
right to retain possession of your records and other materials relating
solely to your producers and solicitors.
3.4 ACCOUNTS AND RECORDS
You agree that you will keep customary and accurate accounts of
receipts and disbursements and will, at our request and in accordance
with our instructions, account for all Contracts, receipts, premiums
and other monies or securities received and all property and supplies
received from the Company. We may, at any time, make copies of the
records of such accounts, records and documents, and all such records,
documents, supplies and other property relating to the business
transacted under this agreement will be the property of the Company,
open to inspection at all times by our authorized representatives, and
at the termination of this agreement will be delivered to us upon
demand. We will furnish you a current statement of your commission
account within a reasonable time after receipt of a written request
from you.
3.5 COLLECTION AND REMITTANCE OF COMPANY MONEY
Where authorized by us, you may accept premiums or purchase payments in
accordance with our rules and regulations in force at the time of
payment. We have the right at any time to revoke such authority in
whole or in part and to limit it in any way. ALL MONIES OR OTHER
CONSIDERATIONS RECEIVED BY YOU AS FULL OR PARTIAL PAYMENT OF PREMIUMS
OR FOR ANY OTHER ITEM, WITHOUT EXCEPTION, SHALL BE HELD BY YOU IN TRUST
SEPARATE FROM YOUR OWN OR OTHER FUNDS AND WILL BE IMMEDIATELY DELIVERED
AND PAID TO THE COMPANY. Such remittances must be applied to the
relevant item. You are not authorized to deposit any such monies or
checks in your own account or any trust account, nor to accept any
check made payable to you for any premium or other item.
3.6 ADVERTISING
(I) You agree that you will not place into use, or distribute to
any person, any advertising, sales material or other document
(including, without limitation, illustrations, telephone
scripts and training materials) referring directly or
indirectly to the Company or to any Company Contract, or
cause, authorize or permit any person to do so, without our
prior written consent. You agree that you will not use the
name of the Company on any business card, letterhead or
marquee or in any directory listing, or in any other manner,
or cause, authorize or permit any producer or other person to
do so, without our prior written consent.
(ii) In making offers of the contracts, you agree to deliver the
applicable currently effective prospectuses, as required by
law.
(iii) You agree that you and your solicitors will not misrepresent
the Contracts and will make no oral or written representation
which is inconsistent with the terms of the Contracts,
prospectuses or sales literature or is misleading in any way.
VAR0119 (Rev. 7/00) 3
(iv) The Company will use reasonable efforts to provide you with
information and marketing assistance, including
providing, without charge, reasonable quantities of
advertising materials, sales literature, reports and current
prospectuses.
(v) The Company will deliver to you, and you agree to use, only
sales literature and advertising material which conforms to
all applicable legal requirements and which has been
authorized by us.
3.7 ERRORS AND OMISSIONS
You are encouraged to maintain errors and omissions insurance covering
your activities under this agreement. If you carry such insurance at
any time, you agree to provide us with copies of the current binders
evidencing the issuance of the errors and omissions, and within ten
business days of each date such insurance is discontinued, suspended,
reduced or terminated for any reason.
3.8 COMPLIANCE WITH ADDITIONAL RULES
You agree to abide by all laws, rules and regulation, including,
without limitation, the rules of the NASD, insurance laws and state and
federal securities and banking laws and including, without limitation,
the maintenance of licenses and books and records required by
applicable laws and regulations.
4. COMPANY RIGHT OF ACTION
We are not obligated to accept any business produced by you or by a
solicitor. We may reject applications for insurance without specifying
the reason therefor, as well as settlements tendered or made
thereunder, or take up and cancel any Contract for any reason and
return the premium thereon or any part thereof.
We, in our sole discretion, may at any time and from time to time do
the following:
(i) modify or amend any Contract form;
(ii) fix or change maximum and minimum limits on the amount for which
any Contract form may be issued;
(iii)modify or alter the conditions or terms under which any Contract
form may be sold or regulate its sale in any way;
(iv) discontinue or withdraw any Contract form from any geographic
area or market segment, without prejudice to continuation of
such form in any other area or market segment;
(v) cease doing business in any area.
5. COMPENSATION
For each Contract sold under this agreement, we will pay you
commissions as set forth in the applicable Commission Rate Schedule.
You may also be eligible for compensation under other programs
established by us from time to time. Payment of commissions and any
other compensation will be subject to the terms and conditions of this
agreement and to our rules and regulations in effect from time to time.
Such rules and regulations may be changed by us at any time without
notice. In any states in which you may not receive commissions pursuant
to state insurance law, we will pay such commissions to the insurance
agency or agencies with which you have associated yourself, as
specified in the applicable Commission Rate Schedule.
VAR0119 (Rev. 7/00) 4
The commissions and any other compensation payable by us to you will
be payment in full for all services performed by you. Except as we may
otherwise agree, you are not entitled to reimbursement for any
expenses incurred by you.
5.1 COMMISSIONS
General - The "applicable Commission Rate Schedule" means the
Commission Rate Schedule published by us from time to time for the type
of Contract involved. Commission Rate Schedules are subject to change
without notice. Copies may be obtained at any time.
Repayment of Commissions - If any commission or other compensation to
which you are not entitled under the terms of this agreement is paid to
or retained by you, you will pay the same to the Company upon demand.
You will pay to us upon demand all commissions received by or credited
to you, or premiums collected, or evidence of indebtedness representing
the same, taken on applications on which Contracts are not issued by
us, or on Contracts declined by the applicant, or on Contracts canceled
by us, and all commissions received or credited on premiums or any part
thereof which for any reason we may return. In case of any provision
requiring a refund of commissions or other compensation, we may, at our
election, debit your account for the amount of the refund without
demand or notice, or may demand the refund, or both, but debiting your
account in such manner will not relieve you of your obligation to make
the refund.
Changes in Compensation - We reserve the right to change the rate of
commissions and/or any other compensation payable under this agreement.
Any such change will apply only to Contracts issued or other triggering
events occurring after the effective date of the change.
When Due - Commissions will be paid in accordance with our normal
commission processing schedule. Commissions will be payable only on
premiums paid in cash to and accepted by us on Contracts which were
produced hereunder by you or by solicitors or producers while operating
under your supervision. No premium will be considered paid in cash to
the Company until it has been actually collected and transmitted to us
and recorded on our records. Commissions and other compensation will
accrue only as such premiums otherwise would become due.
Commissions Paid in Advance - If we pay you a commission or other
compensation on a premium which is or becomes due but which has not yet
actually been paid to the Company, and if such premium is not paid in
cash to the Company, you will refund any commission or other
compensation which you have received on such premium.
Conditions - Commissions and any other compensation under this
agreement will be payable to you only if and so long as you are in
existence and are continuously and properly licensed to transact
insurance business for us and we may legally pay such commissions and
other compensation.
Accounting Year - We reserve the right at any time and from time to
time, without notice to you, to change the period comprising our
accounting year or subdivisions thereof.
6. INDEBTEDNESS
6.1 LIEN AND OFFSETS
You grant us a first lien on all commissions and any other compensation
payable to you under this agreement or under any other existing or
future agreement with Transamerica Occidental Life Insurance Company,
Transamerica Life Insurance and Annuity Company, Transamerica Life
Insurance Company of New York, or any other company which is a
subsidiary or affiliate of Transamerica Occidental Life Insurance
Company, Transamerica Corporation or Transamerica Insurance Corporation
of California (referred to individually and collectively as
"Transamerica entity" or "Transamerica
VAR0119(Rev. 7/00) 5
entities"), as security for the payment of any existing
or future debit balance or other indebtedness of yours to us. We may at
any time and from time to time, with or without notice or judicial
action, exercise our lien by offsetting such indebtedness against any
commissions and other compensation otherwise due to you. These liens
shall not be extinguished by the termination of this agreement or any
other agreement.
All debit balances and other indebtedness of yours to us will be
debited to your account, but debiting your account will not relieve you
of your obligation to repay the indebtedness. You may not offset
against any such indebtedness any compensation accrued or to accrue
under this agreement or under any other agreement with us.
We will be under no obligation to pay any commissions or other
compensation to you, your executors, administrators or assigns, under
this agreement or under any other existing or future agreement with us
now or hereafter existing as long as your account with any Transamerica
entity has a debit balance.
Any debit balance of your account shall be payable to us upon demand
and shall bear interest, payable monthly, at the rate declared by us
from time to time. Any future change in interest rate may, at our
option, be applied to the then remaining balance of any debit balance
theretofore created as well as to debit balances thereafter created.
6.2 MULTI-COMPANY ASSIGNMENT OF COMMISSIONS
In order to effectuate the rights of offset set forth in Section 6.1,
you hereby assign to each of the Transamerica entities, their
successors and assigns, all of your right, title and interest in and to
any and all commissions or other compensation now due and payable, or
which becomes due in the future, under the terms of any and all agency
contracts between you and any Transamerica entity. Each Transamerica
entity shall receive and retain such commissions or other compensation
only to the extent necessary to secure repayment of any of your present
or future indebtedness to such Transamerica entity.
You authorize us to make payment of all sums due to you under this
agreement to any Transamerica entity which may be entitled to such
payment under this Section 6.
7. DISPUTES AND LITIGATION
Each party agrees to cooperate fully with each other in the resolution
of all matters arising out of the business of this agreement. Any
disputes between you and us will be settled through binding
arbitration.
7.1 COMPLAINTS AND CLAIMS
You agree to notify us promptly of any complaint, claim or dispute
involving an applicant, Contract or contractholder.
You will not litigate any dispute with an applicant or policyholder, on
any matter relating to the business of this agreement, without our
prior written consent.
We may settle any claim against us or you arising out of the business
of this agreement. If you disagree with our settlement, you may seek
arbitration pursuant to Section 7.2.
VAR0119 (Rev. 7/00) 6
7.2 DISPUTE RESOLUTION
The parties agree that this agreement involves "commerce" within the
meaning of the Federal Arbitration Act, and that any dispute between
the parties arising out of or related to this agreement will be
resolved by binding arbitration in accordance with this Section and the
procedural and discovery rules of the Federal Arbitration Act. The
arbitration will take place in Los Angeles, California, unless we
mutually agree to another location. The arbitration will be determined
by one neutral arbitrator as agreed upon by the Company and you. If the
parties fail to appoint an arbitrator on a timely basis or are unable
to agree on the choice of an arbitrator on a timely basis, the
arbitrator will be appointed by the office of the Judicial Arbitration
and Mediation Service in the city where the arbitration takes place, or
by another mutually agreeable arbitration service. The arbitrator's
decision will be binding on the parties and the decision will be final
with no right of appeal. The award of the arbitrator may be entered as
a final judgment in any court which has jurisdiction thereof. The cost
of arbitration, including the fees of the arbitrator, will be borne by
the party or parties as the arbitrator decides.
EACH PARTY HERETO HEREBY WAIVES THE RIGHT TO A TRIAL BY EITHER A JURY
OR A COURT, INCLUDING BUT NOT LIMITED TO A TRIAL OF ANY ISSUE
CONCERNING THE VALIDITY OF THIS SECTION 7.2 OR ANY PORTION THEREOF, AND
THE RIGHT OF APPEAL FROM THE ARBITRATOR'S AWARD. EACH PARTY HERETO
WAIVES ANY CLAIM TO RECOVER PUNITIVE DAMAGES AND NON-COMPENSATORY
DAMAGES AGAINST THE OTHER PARTY.
8. TERMINATION
Any party may terminate this agreement with or without cause by giving
written notice to the other parties, specifying the effective date of
termination.
9. MISCELLANEOUS PROVISIONS
Certain provisions of this agreement are emphasized for the convenience
of the reader. Nevertheless, all provisions apply equally.
9.1 PREVIOUS AGREEMENTS
Any and all prior agreements between the parties hereto authorizing the
solicitation of SEC registered products, are hereby terminated and are
superseded by this agreement.
9.2 AMENDMENTS
Neither party will not be bound by any promise, agreement,
understanding or representation heretofore or hereafter made unless the
same is made by an instrument in writing, signed by one of its
officers, which expresses by its terms an intention to modify this
agreement.
9.3 FORBEARANCE
Forbearance or neglect on the part of either party to insist upon
compliance with the terms of this agreement or the rules and
regulations of the Company shall not be construed as or constitute a
waiver thereof.
9.4 AGREEMENT NON-ASSIGNABLE
You may not assign this agreement or any of the rights, authorities and
benefits provided hereunder without our prior written consent. We agree
not to withhold our consent unreasonably. Any attempted assignment as
collateral security or assignment for the benefit of creditors will be
subject to our rules and policies then in effect.
VAR0119 (Rev. 7/00) 7
9.5 SEVERABILITY
This is a severable agreement. If any provision of this agreement would
require a party to take action prohibited by applicable federal or
state law or prohibit a party from taking action required by applicable
federal or state law, then it is the intention of the parties hereto
that such provision shall be enforced to the extent permitted under the
law, and, in any event, that all other provisions of this agreement
shall remain valid and duly enforceable as if the provision at issue
had never been a part of this agreement.
9.6 INDEPENDENT AGREEMENT
The compensation provided by this agreement is separate from any
compensation or consideration provided under any other agreement you
may have with us or with one of our affiliates. Except as set forth in
our applicable rules and regulations, your activities under this
agreement will not be taken into account for purposes of any
compensation or benefits under any such agreement.
9.7 APPLICABLE LAW
This Agreement shall be construed in accordance with the laws of the
state of domicile of the contracting Insurance Company without giving
effect to principles of conflict of laws. For Transamerica Occidental
Life Insurance Company that state is California; for Transamerica Life
Insurance and Annuity Company that state is North Carolina; and for
Transamerica Life Insurance Company of New York that state is New York.
9.8 TRADEMARKS
The provision of Contracts and prospectuses and sales literature for
the Contracts and underlying funding vehicles to the Broker shall not
provide the Broker with any license to use any tradenames, trademarks,
service marks or logos or proprietary information of the Company or any
underlying funding vehicle or any affiliates thereof, except to the
extent necessary for Broker to distribute the Contracts in accordance
with the terms of this agreement.
9.9 CONFIDENTIALITY
Each party shall keep confidential any confidential information it may
acquire as a result of this Agreement.
9.10 SURVIVAL
The following provisions will survive the termination of this
agreement: Sections 3, 5, 6, 7, 9.4, 9.5, 9.6, 9.7.
10. CORPORATIONS; PARTNERSHIPS
The additional provisions set forth below apply to this agreement.
10.1 OFFICIAL ACTIONS
You may designate one or more individuals to deal with us on your
behalf. Such designation must be made by your board of directors if you
are a corporation or by any general partner if you are a partnership.
In the absence of a designation, we may (but are not obligated to) deal
with your president or any vice president (if you are a corporation) or
any general partner (if you are a partnership).
10.2 CHANGES
You agree to inform us of any changes in your legal structure, and of
any changes in your officers or partners. You also agree to inform us
of any transfer of your stock or partnership interests. Upon receipt of
such information, we may elect to terminate this agreement upon five
days' written notice to you.
VAR0119 (Rev. 7/00) 8
10.3 STATUS
We may, from time to time, require you to provide us with evidence of
your continued existence and good standing.
11. REPRESENTATIONS AND WARRANTIES; COMPLIANCE
You represent, warrant and covenants that:
(i) You are, and will remain during the term of this Agreement, a
properly licensed and registered broker-dealer under
applicable state and federal securities law and a member in
good standing of the NASD.
(ii) You will solicit applications for Contracts only through
properly licensed insurance agents ("Insurance Agent"), duly
appointed by the appropriate Insurance Company. For purposes
of this Agreement, all acts and omissions of any Insurance
Agent within the scope of this Agreement shall be deemed to be
acts or omissions of Broker.
(iii) You are in compliance, and will remain in compliance, with all
applicable laws, rules and regulations, including, without
limitation, those of the NASD and state and federal
securities, banking and insurance laws.
(iv) You have taken and will continue to take the actions
appropriate to supervise your representatives and other
associated persons to ensure compliance with all applicable
laws and regulations.
(v) You will comply, and will cause each Insurance Agent to
comply, with any applicable Company policies and procedures,
including, without limitation, those regarding replacements of
Contracts, as amended from time to time.
(vi) You will not solicit or sell any Contracts in connection with
any "market timing" or "asset allocation" program or service,
and if the Company determines in its sole discretion that you
are soliciting or have solicited Contracts subject to any such
program, the Company may take such action it deems necessary
to halt such solicitations or sales, and in addition to any
indemnification provided in Section 12 of this Agreement and
any other liability that you may have, you will be liable to
the Company and each underlying funding vehicle affected by
any such program, for any damages or losses, actual or
consequential, sustained by them as a result of such program.
12. INDEMNIFICATION
12.1 Broker shall indemnify and hold harmless the Company, and each
employee, director, officer and shareholder of the Company, against any
losses, claims, damages or liabilities, including but not limited to
reasonable attorney fees and court costs, to which the Company or any
employee, officer, director or shareholder may be subject, which arise
out of or are based on any violation of the terms of this Agreement,
any Company policies or procedures or any applicable law by Broker, its
representatives, the Insurance Agent, its agents and any employee,
officer, director, shareholder, principal, partner and affiliate of the
Broker or Insurance Agent. In the event the Company suffers a loss
resulting from Broker or Insurance Agent activities, Broker hereby
assigns any proceeds received under its fidelity bond to the Company to
the extent of such losses. If there is any deficiency amount, whether
due to a deductible or otherwise, Broker-Dealer shall promptly pay the
Company such amount on demand and Broker-Dealer shall indemnify and
hold harmless the Company from any such deficiency and from the costs
of collection thereof (including reasonable attorney fees).
VAR0119 (Rev. 7/00) 9
12.2 The Company shall indemnify and hold harmless Broker and each
employee, officer, director or shareholder of Broker, against any
losses, claims, damages or liabilities, including but not limited to
reasonable attorney fees and court costs, to which Broker or any
employee, officer, director or shareholder becomes subject which
arises out of or is based on any violation of the terms of this
Agreement or any applicable law by the Company and any employee or
officer.
This Agreement is effective as of ___________________, 2______.
Transamerica Occidental Life Insurance Company
0000 Xxxxx Xxxxx Xxxxxx
Xxx Xxxxxxx, XX 00000
Signature:
Name:
Title:
Transamerica Life Insurance and Annuity Company
000 Xxxxx Xxxxx Xxxxxx
Xxxxxxxxx, XX 00000
Signature:
Name:
Title:
Transamerica Life Insurance Company of New York
000 Xxxxxxxxxxxxxx Xxxx
Xxxxxxxx, XX 00000
Signature:
Name:
Title:
Transamerica Securities Sales Corporation
0000 Xxxxx Xxxxx Xxxxxx
Xxx Xxxxxxx, XX 00000
Signature:
Name:
Title:
BROKER:
------------------------------------------------------
Signature
Name:
Title
VAR0119 (Rev. 7/00) 10
Attachment #3
The Transamerica Series(R)
Classic(R) and Catalyst(R) Annuities
Issued by Transamerica Life Insurance and Annuity Company
A. Contracts. Broker is authorized to sell The Transamerica Series Variable
Annuity Contracts (the "Contracts") issued by --------- Transamerica Life
Insurance and Annuity Company or Transamerica Life Insurance Company of New
York.
B. Compensation. In consideration of the sales of each Contract, Transamerica
shall pay Broker, or such insurance agency specified by Broker, the compensation
described in one of the attached Options. Broker shall choose the Option to be
applicable to each Contract when or before the initial Purchase Payment or
Premium ("Purchase Payment") under the Contract is received by Transamerica, by
sending to Transamerica a notice such as the attached example or such other
notice acceptable to Transamerica. Without prior notice, Transamerica may change
the amount of compensation payable pursuant to this Attachment #3 and this new
compensation will be applicable prospectively on new Contracts and on new
premiums received under then currently issued Contracts.
C. Chargebacks.
-----------
Rejection of Application and Exercise of Free Look.
In the event that a Purchase Payment is returned because the Insurance Company
rejects the application for such Contract, or because the Purchase Payment or
the application for the Contract are not in good order, or not timely received
by Transamerica, or a refund is made because a purchaser exercises his free-look
right under the Contract, then upon written request from Transamerica, Broker
(or specified insurance agency) shall promptly repay any and all compensation
received based on all Purchase Payments paid into the Contract and shall pay any
loss incurred as a result of a Purchase Payment being returned which was not
timely received or for which an application was not timely received by
Transamerica.
D. Right of Set Off. With respect to commissions, compensation or any other
amounts owed Broker (or insurance agency specified by it) by Transamerica,
Transamerica shall have a right of set off against such amounts any monies owed
Transamerica by Broker (or specified insurance agency) to the extent permitted
by applicable law. This right of set off by Transamerica does not modify
Broker's obligation to promptly pay Transamerica any amounts owed.
This Attachment #3 is made part of Sales Agreement with
_________________________________________________________("Broker") effective
The effective date of the Sales Agreement or
________________________________. [Check one.]
Commission Schedule for
The Transamerica Classic(R) Variable Annuity
Effective June 15, 1999
Premiums. A commission will be paid to Broker for each Premium accepted on a
Contract for which Broker is the Broker-of-Record. The commission paid is based
on the Contractowner's age and which commission option the registered
representative chooses as follows:
------------------------------- ------------------------ ------------------------- ------------------------
Commission Options Ages 0-80 Ages 81-85 Ages 86-90
------------------------------- ------------------------ ------------------------- ------------------------
------------------------------- ------------------------ ------------------------- ------------------------
Option A 6.00% + .00% trail 3.00% + .00% trail 1.00% + .00% trail
------------------------------- ------------------------ ------------------------- ------------------------
------------------------------- ------------------------ ------------------------- ------------------------
Option B 5.00% + .25% trail 2.50% + .25% trail 0.75% + .25% trail
------------------------------- ------------------------ ------------------------- ------------------------
------------------------------- ------------------------ ------------------------- ------------------------
Option C 4.00% + .50% trail 2.00% + .50% trail 0.50% + .50% trail
------------------------------- ------------------------ ------------------------- ------------------------
------------------------------- ------------------------ ------------------------- ------------------------
Option D 3.00% + .75% trail N/A N/A
------------------------------- ------------------------ ------------------------- ------------------------
Commissions will be paid weekly, based on Purchase Payments accepted during the
prior week period.
Asset-Based Trailer. After a Contract has been in effect for 15 months an
asset-based fee may be paid to Broker, based on the Commission Option chosen.
The asset-based trail is based on the Contract Value of each Contract for which
Broker is the Broker-of-Record at the time the fee is paid. The asset-based fee
will be determined on the following annualized rate applied monthly to the
Contract Value.
-------------------- --------------------
Annual Rate Monthly Rate
-------------------- --------------------
-------------------- --------------------
.25% .020833%
.50% .041666%
.75% .0625%
-------------------- --------------------
The asset-based fee will be paid monthly, based on average aggregate Contract
Value during the prior month period. The average aggregate Contract Value shall
be the sum of the Contract Values on the first day of the prior month and on the
last day thereof, divided by 2. If a contract is terminated or annuitizes at any
time during a monthly period, no asset-based fee will be paid for that monthly
period.
Commission Schedule for
The Transamerica Catalyst(R) Variable Annuity
Effective January 1, 1998
Premiums. A commission will be paid to Broker for each Premium accepted on a
Contract for which Broker is the Broker-of-Record. The commission paid is based
on the commission option the registered representative chooses as follows:
---------------------------------------------------
Commission Options
---------------------------------------------------
---------------------------------------------------
Option A 4.00% + .00% trail
---------------------------------------------------
---------------------------------------------------
Option B 3.00% + .25% trail
---------------------------------------------------
---------------------------------------------------
Option C 2.00% + .50% trail
---------------------------------------------------
Commissions will be paid weekly, based on Purchase Payments accepted during the
prior week period.
Asset-Based Trailer. After a Contract has been in effect for 15 months an
asset-based fee may be paid to Broker, based on the Commission Option chosen.
The asset-based trail is based on the Contract Value of each Contract for which
Broker is the Broker-of-Record at the time the fee is paid. The asset-based fee
will be determined on the following annualized rate applied monthly to the
Contract Value.
-------------------- --------------------
Annual Rate Monthly Rate
-------------------- --------------------
-------------------- --------------------
.25% .020833%
.50% .041666%
-------------------- --------------------
The asset-based fee will be paid monthly, based on average aggregate Contract
Value during the prior month period. The average aggregate Contract Value shall
be the sum of the Contract Values on the first day of the prior month and on the
last day thereof, divided by 2. If a contract is terminated or annuitizes at any
time during a monthly period, no asset-based fee will be paid for that monthly
period.
Attachment #4
The Transamerica Series(R)
Tribute(R) Variable Universal Life
Issued by Transamerica Occidental Life Insurance Company
A. Contracts. Broker is authorized to sell the Transamerica
Series(R)Tribute(R)Variable Universal Life Policies (the "Contracts") ---------
issued by Transamerica Occidental Life Insurance Company.
B. Compensation. In consideration of the sales of each Contract, Transamerica
shall pay Broker, or such insurance agency specified by Broker, the compensation
described in the attached Commission Schedule. Commissions will be paid with
regard to any Contract to Broker during the term of this Agreement as long as
Broker is Broker-of-Record for the Contract. Without prior notice, Transamerica
may change the amount of compensation payable pursuant to this Attachment #4 and
this new compensation will be applicable prospectively on new Contracts.
C. Chargebacks.
-----------
Rejection of Application and Exercise of Free Look.
In the event that a premium payment to a Contract is returned because the
Insurance Company rejects the application for such Contract, or because the
premium payment or the application for the Contract is not in good order, or not
timely received by Transamerica, or a refund is made because a purchaser
exercises his free-look right under the Contract, then upon written request from
Transamerica, Broker (or specified insurance agency) shall promptly repay any
and all compensation received based on all premium payments paid into the
Contract and shall pay any loss incurred as a result of a premium payment being
returned which was not timely received or for which an application was not
timely received by Transamerica.
D. Right of Set Off. With respect to commissions, compensation or any other
amounts owed Broker (or insurance agency specified by it) by Transamerica,
Transamerica shall have a right of set off against such amounts any monies owed
Transamerica by Broker (or specified insurance agency) to the extent permitted
by applicable law. This right of set off by Transamerica does not modify
Broker's obligation to promptly pay Transamerica any amounts owed.
_________________________________________________________("Broker") effective
The effective date of the Sales Agreement or
. [Check one.]
-------------------------------------------
Commission Schedule for
Transamerica Tribute(R)
Variable Universal Life Insurance Policies
A. New policies
Commissions paid on new policies are (1) first year commissions on payments; (2)
renewal year commissions on payments; and (3) trail commissions on unloaned
policy values beginning in the second policy year.
1. First year commissions. Payments received at our Variable Life Service Center
between the date of issue for the policy and the day before the first policy
anniversary, inclusive, will earn first year commissions. Payments received by
us with the application for a new policy or at any other time before the date of
issue will also earn first year commissions and will be considered as received
on the date such payments are first allocated to the policy on or after the date
of issue of the policy.
First year commissions are equal to:
o 80% of payments made to the policy, up to and including target premium amounts
for the policy; and o 4.44% of payments made to the policy in excess of target
premiums.
2. Renewal year commissions on payments. Payments received by us at our Variable
Life Service Center on or after the first anniversary of a policy will earn
renewal year commissions.
Renewal year commissions on payments are equal to 1.77% of payments made.
3. Trail commissions. Beginning in the second policy year, trail commissions may
be earned on each policy. Trail commissions are calculated at the end of each
calendar quarter. In order to be eligible for trail commissions, the policy must
be in force on the calculation date, and the policy must be in its second or
later policy year.
Trail commissions, on an annual basis, are equal to .26% of the unloaned policy
value. The rate applied to the unloaned policy value to calculate the quarterly
trail commission is one-fourth of the annual rate and is equal to .066% of the
unloaned policy value.
B. Commissions on Face Amount Increases
A portion of payments received by us at our Variable Life Service Center between
the effective date of a face amount increase requested by the policy owner
through one day before the annual anniversary of that effective date, inclusive,
may earn first year commissions. The portion of the payments eligible for first
year commissions for the face amount increase is termed "face increase payment".
A face increase payment is the percentage of the payment received which is equal
to the ratio of the face amount increase to the total face amount for the
policy.
First year commissions on face increase payments are equal to:
o 80% of face increase payments made to the policy, up to and including
target premium amounts for the face amount increase; and
o 4.44% of payments made to the policy in excess of target premiums for the
face amount increase.
Thiscommission schedule applies to Transamerica Tribute(R) Variable Universal
Life Insurance policies (Policy form number TA 1031-97, offered by Transamerica
Occidental Life Insurance Company) issued on or after April 1, 2000 and which do
not replace existing policies issued by Transamerica Occidental Life Insurance
Company or any of its affiliated companies. Commissions applicable to
replacements, conversions, or other types of internal exchanges will be in
accordance with Transamerica's rules. Policy form number may vary by
jurisdiction.
Attachment #5
The Transamerica Series
Bounty(R) Annuity
Issued by Transamerica Life Insurance & Annuity Company
A. Contracts. Broker is authorized to sell the Bounty(R)annuity contracts (the
"Contracts") issued by Transamerica Life --------- Insurance and Annuity
Company.
B. Compensation. In consideration of the sales of each Contract, Transamerica
shall pay Broker, or such insurance agency specified by Broker, the compensation
described in the attached Commission Schedule. Without prior notice,
Transamerica may change the amount of compensation payable pursuant to this
Attachment #5 and this new compensation will be applicable prospectively on new
Contracts and on new premiums received under then currently issued Contracts.
C. Chargebacks.
-----------
Rejection of Application and Exercise of Free Look.
In the event that a Purchase Payment is returned because the Insurance Company
rejects the application for such Contract, or because the Purchase Payment or
the application for the Contract are not in good order, or not timely received
by Transamerica, or a refund is made because a purchaser exercises his free-look
right under the Contract, then upon written request from Transamerica, Broker
(or specified insurance agency) shall promptly repay any and all compensation
received based on all Purchase Payments paid into the Contract and shall pay any
loss incurred as a result of a Purchase Payment being returned which was not
timely received or for which an application was not timely received by
Transamerica.
Withdrawals Within 12 Months.
In the event any contract holder exercises any right of full or partial
surrender or withdrawal under a contract within 12 months of the date the
Insurance Company receives any Purchase Payment, Broker (or specified insurance
agency) shall promptly repay to Insurance Company any and all compensation
received based on all Purchase Payments which are withdrawn within 12 months of
the date received by the Insurance Company. For such purposes, Purchase Payments
shall be treated on a "last in, first out" basis.
D. Right of Set Off. With respect to commissions, compensation or any other
amounts owed Broker (or insurance agency specified by it) by Transamerica,
Transamerica shall have a right of set off against such amounts any monies owed
Transamerica by Broker (or specified insurance agency) to the extent permitted
by applicable law. This right of set off by Transamerica does not modify
Broker's obligation to promptly pay Transamerica any amounts owed.
This Attachment #5 is made part of Sales Agreement with
_________________________________________________________("Broker") effective
The effective date of the Sales Agreement or
__________________________________. [Check one.]
Commission Schedule for
The Transamerica Bounty(R) Annuity
Effective September 28, 1998
Premiums. A commission will be paid to Broker for each Premium accepted on a
Contract for which Broker is the Broker-of-Record. The -------- commission paid
is based on the Contractowner's age as follows:
---------------------------- ------------------------- -------------------------
Ages 0-75 Ages 76-85 Ages 86-90
---------------------------- ------------------------- -------------------------
---------------------------- ------------------------- -------------------------
1.00% + 1.00% trails 0.75% + 0.75% trails 0.50% + 0.50% trails
---------------------------- ------------------------- -------------------------
Commissions will be paid weekly, based on Purchase Payments accepted during the
prior week period.
Asset-Based Trails. After a Contract has been in effect for 12 months an
asset-based fee ("trail") may be paid to Broker. The asset-based trail is an
annual rate based on the Contract Value of each Contract for which Broker is the
Broker-of-Record at the time the fee is paid. The asset-based fee will be
determined on the following annualized rate applied monthly to the Contract
Value.
-------------------- --------------------
Annual Rate Monthly Rate
-------------------- --------------------
-------------------- --------------------
.50% .041666%
.75% .0625%
1.00% .0833%
-------------------- --------------------
The asset-based fee will be paid monthly, based on average aggregate Contract
Value during the prior month period. The average aggregate Contract Value shall
be the sum of the Contract Values on the first day of the prior month and on the
last day thereof, divided by 2. If a contract is terminated or annuitizes at any
time during a monthly period, no asset-based fee will be paid for that monthly
period.
Attachment #6
The Transamerica Series(R)
Lineage(R) Variable Universal Life
Issued by Transamerica Occidental Life Insurance Company
A. Contracts. Broker is authorized to sell the Transamerica Lineage(R)SPVUL
contracts (the "Contracts") issued by Transamerica -------------------
Occidental Life Insurance Company ("Transamerica").
B. Compensation. In consideration of the sales of each Contract,
Transamerica shall pay Broker, or such insurance agency specified by
Broker, the compensation described in the attached Commission Schedule.
Commissions will be paid with regard to any Contract to Broker during
the term of this Agreement as long as Broker is Broker-of-Record for
the Contract. Without prior notice, Transamerica may change the amount
of compensation payable pursuant to this Attachment #6 and this new
compensation will be applicable prospectively on new Contracts.
C. Chargebacks.
Rejection of Application and Exercise of Free Look.
In the event that a premium payment ("payment") is returned because
Transamerica rejects the application for such Contract, or because the
payment or the application for the Contract is not in good order, or
not timely received by Transamerica, or a refund is made because a
purchaser exercises his free look right under the Contract, then upon
written request from Transamerica, Broker (or specified insurance
agency) shall promptly repay any and all compensation received based on
all payments paid into the Contract and shall pay any loss incurred as
a result of a payment being returned which was not timely received or
for which an application was not timely received by Transamerica.
D. Right of Set Off. With respect to commissions, compensation or any
other amounts owed Broker (or insurance agency specified by it) by
Transamerica, Transamerica shall have a right of set off against such
amounts any monies owed Transamerica by Broker (or specified insurance
agency) to the extent permitted by applicable law. This right of set
off by Transamerica does not modify the Broker's obligation to promptly
pay Transamerica any amounts owed.
_________________________________________________("Broker") effective
|_| The effective date of the Sales Agreement or
|_| . [Check one.]
-------------------------------
Commission Schedule for
Transamerica Lineage(R)
Modified Single Payment Variable Universal Life Insurance (SPVUL) Contracts
General
Transamerica Lineage(R) SPVUL may be purchased as either a single life contract
or as a second-to-die contract insuring two lives and paying a net death benefit
upon the death of the last surviving insured. Proposed insureds must be 89 years
old or younger. Age on the date of issue for a contract is based on the
insured's age as of that person's most recent birthday on or before the date of
issue. Although intended primarily as a single payment variable universal life
insurance contract, additional payments are permitted, within limits, through
the contract anniversary coinciding with or immediately following the insured's
100 birthday. On a second-to-die contract, the 100th birthday of the younger
insured is used. The contract requires a single payment of at least $10,000.
Loans outstanding on another life insurance contract may be carried over to the
contract pursuant to an Internal Revenue Code Section 1035 Exchange
("Exchange").
Commission Payments, Rates, and Options
There are three commission options available for contracts issued when the
insured is 80 years old or younger on the date of issue. For contracts issued
when the insured is at least 81 years old, there is one commission option. For
second-to-die contracts, the age of the older insured is used to determine the
insured's age on the date of issue for commission purposes. Each commission
option provides for a commission based on a percentage of the payment made to
the contract. Certain commission options also provide for trail commissions
calculated and paid quarterly beginning in the second contract year on in-force
contracts.
For purposes of commissions, payments include the initial payment, as well as
any subsequent payments made to the contract, except that payments do not
include: (a) the amount of any carry-over loan from another life insurance
contract transferred to the contract pursuant to an Exchange; and (b) any
amounts treated as loan repayments on the contract. Carry-over loan amounts do
not earn commissions. Loan repayments do not earn commissions.
Beginning in the second contract year, trail commissions may be earned on each
contract under selected commission options. Trail commissions are calculated at
the end of each calendar quarter. In order to be eligible for trail commissions,
the contract must be in force on the calculation date, and the contract must be
in its second or later contract year.
Trail commissions are equal to the specified percentage for the applicable
commission option multiplied by the unloaned contract value as of the calendar
quarter-end. The rates listed in the table, below, are the annualized trail
commission rates. The rate applied to the unloaned contract value to calculate
the quarterly trail commission is one-fourth of the annual rate.
Commission Options
------------------------------- ----------------- --------------------------------------- -------------------------------
Option Percentage of Payment Annualized Trail Rate
------------------------------- ----------------- --------------------------------------- -------------------------------
------------------------------- ----------------- --------------------------------------- -------------------------------
Issue Ages 0-80 A 7.00% None (0%)
------------------------------- ----------------- --------------------------------------- -------------------------------
------------------------------- ----------------- --------------------------------------- -------------------------------
B 5.25% 0.21%
------------------------------- ----------------- --------------------------------------- -------------------------------
------------------------------- ----------------- --------------------------------------- -------------------------------
C 3.50% 0.56%
------------------------------- ----------------- --------------------------------------- -------------------------------
------------------------------- ----------------- --------------------------------------- -------------------------------
------------------------------- ----------------- --------------------------------------- -------------------------------
------------------------------- ----------------- --------------------------------------- -------------------------------
Issue Ages 81-89 D 5.25% None (0%)
------------------------------- ----------------- --------------------------------------- -------------------------------
For Option B, the quarterly trail commission rate is 1/4 of 0.21% or 0.054%. For
Option C, the quarterly trail commission rate is 1/4 of 0.56% or 0.14%.
The commission option election for a contract is specified on the application
for that contract. Any additional payments received for that contract will earn
commissions under that same option. Commission options may not be changed for a
contract once that contract has been issued. This rule applies to all contracts,
including contracts issued on applications submitted through one broker-dealer
which are subsequently transferred to another broker-dealer in connection with a
contract owner's request or otherwise.
If no commission option is specified on the application, the option for the
contract will be option A or, for contracts issued where the insured is at least
81 years old, option D. All contracts on which the insured is at least 81 years
old on the date of issue will be paid under Option D. Any other election on such
applications will not apply and will be ignored.
This commission schedule applies to Transamerica Lineage(R) Modified Single
Payment Variable Universal Life Insurance contracts (Contract form number TA
1032-98, offered by Transamerica Occidental Life Insurance Company) issued on or
after April 1, 2000 and which do not replace existing policies issued by
Transamerica Occidental Life Insurance Company or any of its affiliated
companies. Commissions applicable to replacements, conversions, or other types
of internal exchanges, if allowed, will be in accordance with Transamerica's
rules. Contract form number may vary by jurisdiction.
Variable Insurance Products Sales Agreement Amendment
And
Commission Schedule
For
Transamerica Elite
Variable Universal Life Insurance Policy
Amendment
The attached Variable Insurance Product Sales Agreement ("Agreement") is hereby
amended with regard to the Transamerica Elite Variable Universal Life Insurance
Contract ("Elite Policies") of Transamerica Occidental Life Insurance Company
("Company"). The amendments to the Agreement are as follows:
1. Company's underwriter for the Elite Policies shall be AFSG Securities
Corp. ("ASFG"), and AFSG shall be solely responsible for performing all
underwriting functions for the Elite Policies under the Agreement.
2. The paragraph entitled "Conditions" under section 5.1 of the Agreement is
amended in its entirety to read as follows:
"Upon termination of this Agreement all compensation to you shall
cease; however, (i) you shall continue to receive commissions that are
due to you under the Commission Rate Schedule (continuing or otherwise)
that arise from the sale of an Elite Policy by you prior to the
termination of this Agreement, provided that the obligation to pay such
commissions shall cease after the tenth year following the date of
issue of the Elite Policy, and (ii) you shall continue to be liable for
all chargebacks pursuant to the provisions of the Commission Rate
Schedule and/or for any other amounts that Company advanced to you or
that you otherwise owe Company hereunder. You shall have no interest in
any surrender charges, deductions or other fees payable to the
Company."
--------------------------------------------------------------
COMMISSION RATE SCHEDULE
--------------------------------------------------------------
--------------------------------------------------------------
TO
--------------------------------------------------------------
VARIABLE INSURANCE PRODUCTS SALES
--------------------------------------------------------------
AGREEMENT
--------------------------------------------------------------
TRANSAMERICA ELITE (Issue Ages 0-85)
Commission Payable on Band 1:
80.00% of premiums received in first policy year up to the Policy's
Target Premium (as shown on the Policyholder Reference
Sheet).
Commissions Payable on Excess Over Band 1:
2.00% of premiums received in first policy year in excess of the
Policy's Target Premium and of premiums received in years
two (2) through ten (10).
Trail Commissions
While the attached Agreement remains in force, and subject to its other
conditions, trail commissions will be paid beginning on the 5th policy
anniversary and on each policy anniversary thereafter, on policies then in
force having a cash value of $10,000 or more (excluding policy loans). The
amount payable will equal the trail commission percentage shown below
multiplied by the cash value (excluding policy loans) on the then current
policy anniversary.
.20%Trail Commissions
Chargebacks
In the event a Transamerica Elite policy is terminated for any reason other
than death of the insured and the premiums received are less than the
Chargeback Premium, the commission account will be charged with an amount
equal to the following formula:
Chargeback=(Commissions Credited Under Band 1 Premiums) x
(Total Premiums Received Prior to
Lesser of {.5, [1 - Termination )]}
-----------------------
Chargeback Premium*
*Chargeback Premium for a Transamerica Elite policy is two (2) times the
Annualized Target Premium.
Other Adjustments
No commissions of any kind are payable on an above policy which replaces,
exchanges or terminates another life policy of the Company or any direct or
indirect affiliates of AEGON USA, Inc. unless such replacement is
accomplished in accordance with the Company rules in force at that time.
Solicitors acknowledge that replacement of a contract sold hereunder is
subject to all applicable laws and regulations, including the preparation
of appropriate replacement forms and delivery of same to applicants and to
the Company. Such reports are to be furnished in the proper format on forms
provided by the Company. Commissions are reissued, replaced or converted
policies, or for issue ages not published by the Company, are not covered
under this Schedule but may be quoted upon request to the Home Office.
The Company reserves the right to adjust or chargeback commissions for
decreases in amounts of insurance not contractually allowed and for face
amounts of insurance in excess of $10 million.
The foregoing Variable Insurance Products Sales Agreement Amendment And
Commissions Schedule is agreed to by and between:
Transamerica Occidental Life Insurance Company
0000 Xxxxx Xxxxx Xxxxxx
Xxx Xxxxxxx, XX 00000
By:
-----------------------------------------------------------
Name
--------------------------------------------
Title
----------------------------------------------------
AFSG Securities Corporation
0000 Xxxxxxxxx Xxxx XX
Xxxxx Xxxxxx, XX 00000
By:
-----------------------------------------------------------
Name
--------------------------------------------
Title
----------------------------------------------------
Broker-Dealer
---------------------------------------
Address
----------------------------------------------
By:
-----------------------------------------------------------
Name
--------------------------------------------
Title
----------------------------------------------------
Transamerica Securities Sales Corporation hereby consents to the Variable
Insurance Products Sales Agreement Amendment
By:
-----------------------------------------------------------
Name
--------------------------------------------
Title
----------------------------------------------------
Transamerica Insurance and Investment Group Registered
Licensing Department Representative
P. O. Box 31848 Annuity & Long Term Care
Cedar Rapids, IA 52406-3183 (LTC) Data Sheet
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
--------------------------------------------- ------------------------------
State(s) for Which
Appointment is Requested Licenses Currently Held for Appointment State(s)
---------------------------- --------------------------------------------------
License License Number Resident Non-Resident
-------------------------- -------------------------- -------------------------- ----------------------
1. Life, LTC
------------------------ ------------------------------------
Variable Annuity
2. Life , LTC
------------------------
Variable Annuity
------------------------------------
3. Life, LTC
------------------------
Variable Annuity
Check product(s) that you are requesting appointment for: Life Long Term Care Variable Annuity
--------------------------------------------------------------------------------------------------------------------
Representative
(Applicant):
-------------------------------------------------
Name Date of Birth
Your Central Registration Your representative number with your B-D/Bank Your Social Security Number
Depository CRD Number
Home Address City State Zip Code
Broker-Dealer/Bank Affiliation
Broker-Dealer/Bank Name
Branch Business Address City State Zip Code
Branch Number (if any) Branch Phone Number Branch Fax Number
---------------------------------------------------------------------------------------------------------------------
The following questions must be personally answered by the applicant. If you
answer yes to any question, please provide a detailed explanation on a separate
piece of paper and include that explanation with this appointment request.
1. Have you ever had a license (other than a driver's license) revoked or suspended? Yes
No
2. Have you ever been convicted of, or plead guilty or nolo contendre ("no contest"), to (1) any felony; or
(2) any misdemeanor involving insurance or investments, fraud, false statements or omissions, wrongful taking
of property or forgery? Yes
No
3. Are there any lawsuits, judgments, or liens pending against you? Yes
No
4. Have you ever been subject to an order or disciplinary action by the NASD, SEC, state insurance
department or any other regulatory agency? Yes
No
As part of this application process, an investigation consumer report may be
made, with information obtained through personal interviews with neighbors,
friends, past employers, business associates and others with whom you are
acquainted. This inquiry includes information as to your character, general
reputation, personal characteristics, and mode of living, whichever may be
applicable. You have a right to make a written request within a reasonable
period of time to receive additional information about the nature and scope of
this investigation
Signature of Representative (Applicant) Date
Broker-Dealer/Bank Signature/Stamp Date
Attachments: Copy of NASD registration Copy(ies) of current life, health/variable annuity
license(s)
Completed state appointment form Other
--------------------------------------
Notice and Release
Notice To Persons Applying For Sales Representative Positions
With Transamerica Occidental Life Insurance Company,
Transamerica Life Insurance and Annuity Company and
Transamerica Life Insurance Company of New York.
Federal law requires you be advised that in connection with your application to
represent Transamerica Occidental Life Insurance Company, Transamerica Life
Insurance and Annuity Company and/or Transamerica Life Insurance Company of New
York, (referred to as "Transamerica"), for the purpose selling its products, a
consumer report and/or investigative consumer report may be prepared whereby
information is obtained through credit reporting agencies and/or personal
interviews with your neighbors, friends or to others with whom you are
acquainted. Such reports are usually part of the process of evaluating
suitability for a sales representative position. Inquiry may be made into your
character, general reputation, personal characteristics, and mode of living and
credit information. It is possible that a representative of a firm employed to
make such reports may call upon you in person.
You have a right to request disclosure of the nature and scope of the
investigation upon written request to our Home Office made within a reasonable
time after receipt of this notice.
Authority For Release Of Information
To Whom It May Concern:
I hereby authorize Transamerica or its legal representative to obtain any
information from former or current employers, criminal justice agencies,
consumer reporting agencies, or individuals, relating to my activities. This
information may include, but is not limited to achievement, performance,
attendance, personal history, credit and conviction records. I hereby direct you
to release such information upon request to Transamerica or its legal
representative. I understand that Transamerica or its legal representative may
be required by law to release information obtained to government agencies.
I hereby release any individual, including record custodians, from any and all
liability for damages of whatever kind of nature which may at any time result to
me on account of compliance, or any attempts to comply, with this authorization.
A photocopy of this release shall be as valid as the original.
I hereby acknowledge that I have read and have been given a copy of this Notice
and Release.
Signature:
Date:
Full Name (Print):
---------------------------------------------
Current Address:
----------------------------------------------
A Summary of Your Rights
Under the Fair Credit Reporting Act
The Federal Fair Credit Reporting Act (FCRA) is designed to promote accuracy,
fairness, and privacy of information in the files of every "consumer reporting
agency" (CRA). Most CRAs are credit bureaus that gather and sell information
about you - such as if you pay your bills on time or have filed bankruptcy - to
creditors, employers, landlords, and other businesses. You can find the complete
text of the FCRA, 15 U.S.C. 1681-1681u, at the Federal Trade Commission's web
sit (xxxx://xxx.xxx.xxx). The FCRA gives you specific rights, as outlined below.
You may have additional rights under state law. You may contact a state or local
consumer protection agency or at local consumer protection agency or a state
attorney general to learn those rights.
o You must be told if information in your file has been used against you.
Anyone who uses information from a CRA to take action against you - such as
denying an application for credit, insurance, or employment - must tell
you, and give you the name, address, and phone number of the CRA that
provided the consumer report.
o You can find out what is in your file. At your request, a CRA must give you
the information in your file, and a list of everyone who has requested it
recently. There is no charge for the report if a person has taken action
against you because of information supplied by the CRA, if you request the
report within 60 days of receiving notice of the action. You also are
entitled to one free report every twelve months upon request if you certify
that (1) you are unemployed and plan to seek employment within 60 days, (2)
you are on welfare, or (3) your report is inaccurate due to fraud.
Otherwise, a CRA may charge you up to $8.
o You can dispute inaccurate information with the CRA. If you tell a CRA that
your file contains inaccurate information, the CRA must investigate the
items (usually within 30 days) by presenting to its information source all
relevant evidence you submit, unless your dispute is frivolous. The source
must review your evidence and report its findings to the CRA. (The source
also must advise national CRAs - to which it has provided the data - of any
error.) The CRA must give you a written report of the investigation, and a
copy of your report if the investigation results in any change. If the
CRA's investigation does not resolve the dispute, you may add a brief
statement to your file. The CRA must normally include a summary of your
statement in future reports. If an item is deleted or a dispute statement
is filed, you may ask that anyone who has recently received your report be
notified of the change.
o Inaccurate information must be corrected or deleted. A CRA must remove or
correct inaccurate or unverified information from its files, usually within
30 days after you dispute it. However, the CRA is not required to remove
accurate data from your file unless it is outdated (as described below) or
cannot be verified. If your dispute results in any change to your report,
the CRA cannot reinsert into your file a disputed item unless the
information source verifies its accuracy and completeness. In addition, the
CRA must give you a written notice telling you it has reinserted the item.
The notice must include the name, address and phone number of the
information source.
o You can dispute inaccurate items with the source of the information. If you
tell anyone - such as a creditor who reports to a CRA - that you dispute an
item, they may not then report that information to a CRA without including
a notice of your dispute. in addition, once you've notified the source of
the error in writing, it may not continue to report the information it if
is, in fact, an error.
o Outdated information may not be reported. In most cases, a CRA may not
report negative information that is more than seven years old; ten years
for bankruptcies.
o Access to your file is limited. A CRA may provide information about you
only to people with a need recognized by the FCRA - usually to consider an
application with a creditor, insurer, employer, landlord, or other
business.
A Summary of Your Rights Under the Fair Credit Reporting Act
Page 2
o Your consent is required for reports that are provided to employers, or
reports that contain medical information. A CRA may not give out
information about you to your employer, or prospective employer, without
your written consent. A CRA may not report medical information about you to
creditors, insurers, or employers without your permission.
o You may choose to exclude your name from CRA lists for unsolicited credit
and insurance offers. Creditors and insurers may use file information as
the basis for sending you unsolicited offers of credit or insurance. Such
offers must include a toll-free phone number for you to call if you want
your name and address removed from future lists. If you call, you must be
kept off the lists for two years. If you request, complete, and return the
CRA form provided for this purpose, you must be taken off the lists
indefinitely.
o You may seek damages from violators. If a CRA, a user or (in some cases) a
provider of CRA data, violates the FCRA, you may xxx them in state or
federal court.
The FCRA gives several different federal agencies authority to enforce the FCRA:
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FOR QUESTIONS OR CONCERNS REGARDING: PLEASE CONTACT:
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CRAs, creditors and others not listed below. Federal Trade Commission
Xxxxxxxx Xxxxxxxx Xxxxxx - XXXX
Xxxxxxxxxx, XX 00000
(000) 000-0000
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National banks, federal branches/agencies of foreign banks (word "National" or Office of the Comptroller of the Currency
initials "N.A." appear in or after bank's name). Compliance Management, Mail Stop 6-6
Xxxxxxxxxx, XX 00000
(000) 000-0000
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Federal Reserve System member banks (except national banks, and federal Federal Reserve Board
branches/agencies of foreign banks). Division of Xxxxxxxx & Xxxxxxxxx Xxxxxxx
Xxxxxxxxxx, XX 00000
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Savings associations and federally chartered savings banks (word "Federal" or Office of Thrift Supervision
initials "F.S.B." appear in federal institution's name). Consumer Programs
Xxxxxxxxxx, XX 00000
(000) 000-0000
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Federal credit unions (words "Federal Credit Union" appear in institution's name). National Credit Union Administration
0000 Xxxx Xxxxxx
Xxxxxxxxxx, XX 00000
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State-chartered banks that are not members of the Federal Reserve System. Federal Deposit Insurance Corporation
Division of Compliance & Consumer Affairs
Xxxxxxxxxx, XX 00000
(800) 934-FDIC
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Air, surface, or rail common carriers regulated by former Civil Aeronautics Board or Department of Transportation
Interstate Commerce Commission. Office of Financial Management
Xxxxxxxxxx, XX 00000
(000) 000-0000
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Activities subject to the packers and Xxxxxxxxxx Xxx, 0000. Department of Agriculture
Office of Deputy Administrator
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Transamerica Insurance and Investment Group
Licensing Department
P. O. Xxx 00000 Xxxxxx-Xxxxxx/Xxxx
Xxxxx Xxxxxx, XX 00000-0000 Data Sheet
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
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Please complete a separate Broker-Dealer/Bank Data Sheet for each situation in
which the broker-dealer conducts business under a different name or tax
identification number in a state. The broker-dealer/bank will be appointed with
Transamerica Life and Annuity Company and/or Transamerica Occidental Life
Insurance Company in every state in which the broker-dealer/bank intends to
write business, with the exception of New York. In New York, the appointment
will be with Transamerica Life Insurance Company of New York.
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BROKER-DEALER/BANK
Corporate Name
MAILING ADDRESS
Street Address or P.O. Box Number
City State Zip
Code
STREET ADDRESS
(if different)
Street Address or P.O. Box Number
City State Zip
Code
--------------------------------------------------------------------- --------------------------------------------------------
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TAX IDENTIFICATION NUMBER -
--------------
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Name
PRIMARY CONTACT PERSON Title
( ) ( )
Telephone Number
Facsimile Number
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The following questions must be answered for the firm and for the principal of
the firm. If the answer to any question is yes, provide a detailed explanation
on a separate sheet of paper and include that explanation with this appointment
request.
Firm
1. Has a license or permit to conduct business ever been suspended or revoked? Yes
No
2. Are there any lawsuits, judgments or liens currently pending against the firm? Yes
No
3. Has the firm ever been the subject of an administrative order or disciplinary action by the NASD, SEC,
any state insurance department, any state securities department or any other regulatory agency? Yes
No
Principal
Name and title of person for whom answers are provided below:
1. Have you ever had a license (other than drivers license) revoked or suspended? Yes
No
2. Have you ever been convicted of, or plead guilty or nolo contendre to, (1) any felony; or (2) any
misdemeanor involving insurance or investments, fraud, false statements or omissions, wrongful taking of
property or forgery? Yes
No
3. Are there currently any lawsuits, judgments or liens pending against you? Yes
No
4. Have you ever been the subject of an administrative order or disciplinary action by the NASD, SEC any
state securities department, any state insurance department or any other regulatory agency? Yes
No
Customer Complaints and Regulatory Complaints
1. Indicate below the number of customer complaints received in the last 24
months of each category:
A. Misrepresentation
-----------------
B. Improper Suitability
-----------------
C. Fraud
-----------------
2. Indicate the number of regulatory complaints received in the last 24 months
for each category: A. Misrepresentation ----------------- B. Improper
Suitability ----------------- C. Fraud -----------------
Appointment Process
1. What procedures do you employ to conduct a background check of each new
representative at initial hiring?
2. What procedures do you employ to update the background check information on
each representative after hiring?
Attachments:
Listing of all states in which the broker-dealer/bank, operating under
the tax identification number shown, is currently licensed to sell: (a)
all variable annuities and in which the broker-dealer/bank intends to
write business with Transamerica Life and Annuity Company, or in New
York, Transamerica Life Insurance Company of New York; and (b) life
insurance and in which the broker-dealer/bank intends to write business
with Transamerica Occidental Life Insurance Company.
Copies of corporate life, health and variable annuity licenses for each
state for which appointment is requested. Listing, by state, of all
branches of the broker-dealer/bank including street address, mailing address and
the name and telephone
number of a contact person.
Approximate number of properly licensed representatives, by state,
expected to be appointed to solicit life, long term care or variable
annuity business involving Transamerica's products.
If a public company, please provide copies of annual statements for the
past three years.
Signature Date
Title
Transamerica Insurance and Investment Group
Licensing Department
P. O. Xxx 00000
Xxxxx Xxxxxx, XX 00000-0000
Telephone: (000) 000-0000
Facsimile: (000) 000-0000
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STATE APPOINTMENT APPLICATION
Indicate the states in which you intend to write variable annuity/life business
by placing an "X" in the box next to the state name. For each state indicated,
provide the approximate number of representatives for whom appointment will be
sought. Include a copy of each license and indicate that a copy has been
included by placing an "X" in the appropriate box.
---------------------------- -------------------- ------------------- ------------------------- -------------------- ---------------
State Appointment(s) Number of License Copy State Appointment(s) Number of License Copy
Sought Representatives Attached Sought Representatives Attached
---------------------------- -------------------- ------------------- ------------------------- -------------------- --------------
Alabama Montana
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Xxxxxx Xxxxxxxx
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Arizona Nevada
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Arkansas New Hampshire
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California New Jersey
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Colorado New Mexico
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Connecticut New York
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Delaware North Carolina
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District of Columbia North Dakota
----- -------------------- --------------------
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Florida Ohio
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Georgia Oklahoma
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Hawaii Oregon
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Idaho Pennsylvania
----- -------------------- --------------------
-------------------- --------------------
Illinois Rhode Island
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Indiana South Carolina
----- -------------------- --------------------
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Iowa South Dakota
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Kansas Tennessee
----- -------------------- --------------------
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Kentucky Texas
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Louisiana Utah
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Maine Vermont
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Maryland Virginia
----- -------------------- --------------------
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Massachusetts Washington
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Michigan West Virginia
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Minnesota Wisconsin
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Mississippi Wyoming
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Missouri
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