Exhibit 13(i)
[FORM OF]
ADDENDUM TO FUND PARTICIPATION AGREEMENT FOR CLASS A SHARES
This ADDENDUM, is dated as of May 21, 2002, between [NAME OF LIFE COMPANY]
(the "Life Company"), a life insurance company organized under the laws of the
State of ___________, on behalf of itself and on behalf of VARIABLE SEPARATE
ACCOUNT ("Variable Account"), a separate account of the Life Company existing
pursuant to the laws of the State of __________, and SUNAMERICA SERIES TRUST
("Portfolio"), an open-end management investment company established pursuant to
the laws of the Commonwealth of Massachusetts under a Declaration of Trust dated
September 11, 1992, as amended from time to time, which is composed of the
separate investment portfolio(s) of the Trust listed on Schedule A attached
hereto (the "Portfolio(s)").
WHEREAS, the Portfolio and the Life Company have entered into a Portfolio
Participation Agreement dated ________________, as amended for time to time (the
"SAST Portfolio Participation Agreement"); and
WHEREAS, the Portfolio has adopted a distribution plan pursuant to Rule
12b-1 under the Investment Company Act of 1940, as amended, (the "1940 Act")
with respect to its Class A shares (the "12b-1 Plan");
NOW, THEREFORE, in consideration of the foregoing and of mutual covenants
and conditions set forth herein and for other good and valuable consideration,
the Life Company (on behalf of itself and the Variable Account) and the
Portfolio hereby agree as follows:
1. The Portfolio may from time to time participate in directed
brokerage programs, approved by the Trustees, whereby a portion of
the brokerage commissions generated by the Portfolio may be used to
make payments to SunAmerica Capital Services, Inc. (the
"Distributor") to finance various distribution activities. Such
payments to the Distributor shall not exceed .75% of the average
daily net assets attributable to Class A shares of the Portfolio to
compensate the Distributor and certain financial intermediaries
("Financial Intermediaries") for financing activities principally
intended to result in the sale of Shares of the Portfolio. This Plan
shall cover such payments to the extent they are deemed to relate,
under Rule 12b-1, to the financing of any activity that is primarily
intended to result in the sale of such shares. The amount of the
payments shall be subject to applicable laws and regulations.
2. The Distributor agrees to furnish the Portfolio, at least quarterly,
written reports for presentation to the Board as to amounts expended
to financial intermediaries for services to contract holders who are
indirect beneficial owners of Class A shares of the Portfolio and
the purposes for which such expenditures were made.
3. This Addendum shall continue in full force and effect for two years
from the date hereof, and shall continue in full force and effect
from year to year thereafter if such continuance is approved by the
Board of Trustees of the Portfolio, including a majority of the
Trustees who are not interested persons of SunAmerica Series Trust
(the "Disinterested Trustees") as defined in the 1940 Act, who have
no direct or indirect financial interest in the operation of the
12b-1 Plans or any agreement related to it (the "12b-1 Trustees"),
in the manner required by the 1940 Act.
4. This Addendum, including any payments made pursuant thereto, shall
terminate automatically in the event of its assignment. This
Addendum, including any payments made pursuant thereto, shall
terminate with respect to a Portfolio:
(a) any time, without payment of any penalty, by vote of either
the Board, including a majority of the 12b-1 Trustees, or a
majority of the outstanding voting securities representing the
Class A shares of such Portfolio, on not more than 60 days'
written notice; or
(b) at any time, without payment of any penalty, upon a vote
terminating the Rule 12b-1 Plan with respect to such Portfolio
by either the Board, including a majority of the 12b-1
Trustees, or a majority of the outstanding voting securities
representing the Class A shares of such Portfolio, on not more
than 60 days' written notice.
The termination of the Addendum with respect to any Portfolio shall not affect
the continued effectiveness of the SAST Portfolio Participation Agreement, or
the continued effectiveness of this Addendum with respect to any other Portfolio
otherwise subject thereto.
5. This Addendum shall not be amended to increase materially the amount
Of the distribution fee paid to the Distributor pursuant hereto
without shareholder approval, and all material amendments to this
Addendum shall be approved by vote of the Board, including a
majority of the 12b-1 Trustees.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the date first above written.
[NAME OF LIFE INSURANCE COMPANY]
By: _________________________________________
Name:
Title:
VARIABLE SEPARATE ACCOUNT
BY: [NAME OF LIFE INSURANCE COMPANY]
By: _________________________________________
Name:
Title:
SUNAMERICA SERIES TRUST
By: _________________________________________
Name: Xxxxxx X. Xxxxx
Title: Vice President and Assistant Secretary
Acknowledged and Agreed:
SUNAMERICA CAPITAL SERVICES, INC.
By: ___________________________________ Dated: ______________, 2002
Name: Xxxxxx X. Xxxxx
Title: Executive Vice President
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SCHEDULE A
PORTFOLIOS OF SUNAMERICA SERIES TRUST
Corporate Bond Portfolio
Global Bond Portfolio
High-Yield Bond Portfolio
Worldwide High Income Portfolio
SunAmerica Balanced Portfolio
MFS Total Return Portfolio
Asset Allocation Portfolio
Telecom Utility Portfolio
Equity Index Portfolio
Equity Income Portfolio
Growth-Income Portfolio
Federal Value Portfolio
Xxxxx Venture Value Portfolio
"Dogs" of Wall Street Portfolio
Alliance Growth Portfolio
Xxxxxxx Sachs Research Portfolio
MFS Growth and Income Portfolio
Xxxxxx Growth Portfolio
Blue Chip Growth Portfolio
Real Estate Portfolio
Small Company Value Portfolio
MFS Mid-Cap Growth Portfolio
Aggressive Growth Portfolio
Growth Opportunities Portfolio
Xxxxxxx Growth Portfolio
International Growth and Income Portfolio
Global Equities Portfolio
International Diversified Equities Portfolio
Emerging Markets Portfolio
Technology Portfolio
Foreign Value Portfolio
Small & Mid Cap Value Portfolio
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