Exhibit (8)(o)(ii)
ADDENDUM TO FUND PARTICIPATION AGREEMENT
This ADDENDUM dated as of May 1, 2000 amends the Fund Participation
Agreement among Conseco Variable Life Insurance Company ("Company"), Xxxxxxxxx
Xxxxxx Advisers Management Trust ("Trust"), Advisers Managers Trust ("Managers
Trust"), and Xxxxxxxxx Xxxxxx Management Inc. ("NBMI").
WHEREAS, the Company, Trust, Managers Trust, and NBMI are parties to a Fund
Participation Agreement ("Agreement") pursuant to which separate accounts of the
Company invest proceeds from variable annuity and/or variable life insurance
policies in the one or more portfolios of the Trust ("Portfolios"); and
WHEREAS, the Trust, through the Portfolios, currently invests all of its
net investable assets in corresponding series of Managers Trust in a
"master-feeder" structure; and
WHEREAS, the Boards of Trustees of the Trust and Managers Trust have
approved a transaction to eliminate the current master-feeder structure in which
Trust will receive the portfolio securities held by Managers Trust in redemption
of the interests of Managers Trust held by the Trust (this transaction is
referred to as the "In-Kind Redemption"); and
WHEREAS, the In-Kind Redemption is currently scheduled to be effected on or
about May 1, 2000 (the date on which the In-Kind Redemption is effected is
referred to as the "Effective Date"); and
WHEREAS, upon completion of the In-Kind Redemption, the Trust will hold and
invest directly in its own portfolio of securities and Managers Trust will cease
investment operations and be dissolved; and
WHEREAS, the parties wish to amend the Agreement to reflect the In-Kind
Redemption and the elimination of the master-feeder structure.
NOW THEREFORE, effective on the Effective Date, the Trust assumes all of
the rights, obligations, and liabilities of Managers Trust under the Agreement.
The undersigned hereby consents to the assignment described in the
preceding paragraph.
CONSECO VARIABLE LIFE ADVISERS MANAGERS TRUST
INSURANCE COMPANY
By: /s/ Xxxxxxx Xxxxxx
------------------------------
By: Signature Name: Xxxxxxx Xxxxxx
------------------------------------- Title: Vice President
Name:
Title:
1
XXXXXXXXX XXXXXX ADVISERS XXXXXXXXX XXXXXX
MANAGEMENT TRUST MANAGEMENT INC.
By: /s/ Xxxxxxx Xxxxxx By: /s/ Xxxxxxx Xxxxxx
-------------------------------- --------------------------------
Name: Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx
Title: Vice President Title: Senior Vice President
2