SHAREHOLDER INFORMATION AGREEMENT
(UNDER RULE 22c-2(a) (2) OF THE INVESTMENT COMPANY ACT OF 1940)
This Agreement is effective as of the 16th day of April, 2007, by and
between OppenheimerFunds Services ("OFS"), a division of OppenheimerFunds,
Inc., OppenheimerFunds Distributor, Inc. ("Distributor") and referred
together with OFS as "Xxxxxxxxxxx," Lincoln Life & Annuity Company of New
York, and all future affiliates as parties to the Intermediary Agreement (the
"Agreement").
SHAREHOLDER INFORMATION
1. AGREEMENT TO PROVIDE INFORMATION. Beginning no later than October 16,
2007 or such earlier time as Intermediary can systematically comply with Rule
22c-2, Intermediary agrees to provide the Fund, upon written request, the
taxpayer identification number ("TIN") the Individual/International Taxpayer
Identification Number ("ITIN"), or other government-issues identifier ("GII")
and the Contract owner number or participant account number associated with
the Shareholder, if known, of any or all Shareholder(s) of the account and
amount, date, name or other identifier of any investment professional(s)
associated with the Shareholder(s) or account (if known), 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, the Intermediary shall
only be required to provide information relating to Shareholder-Initiated
Transfer Purchases or Shareholder-Initiated Transfer Redemptions.
1.1 PERIOD COVERED BY REQUEST. Requests shall set forth a specific
period, not to exceed 90 days from the date of the request, for which
transaction information is sought. The Fund may request transaction
information older than 90 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 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: (i) provide or arrange to provide to the
fund the requested information from shareholders who hold an
account with an indirect intermediary, or (ii) if directed by the
Fund, block further purchases of Fund Shares from such indirect
intermediary. In such instance, Intermediary agrees to inform the
Fund whether it plans to perform (i) or (ii). Responses required by
this paragraph must be communicated in writing and in a format
mutually agreed upon by the parties. To the extend practicable, the
format for any transaction information provided to the Fund should
be consistent with the NSCC Standardized Data Reporting Format. For
purposes of this provision, an "indirect intermediary" has the same
meaning as in SEC Rule 22c-2 under the Investment Company Act.
1.3 LIMITATIONS ON THE USE OF INFORMATION. The Fund agrees not to use
the information received pursuant to this Agreement for any purpose
other than as necessary to comply with the provisions of Rule 22c-2
or to fulfill other regulatory or legal requirements subject to the
privacy provisions of Title V of the Xxxxx-Xxxxx Bliley Act (Public
Law 106-102) and comparable state laws.
2. AGREEMENT TO RESTRICT TRADING. Intermediary agrees to execute written
instructions from the Fund to restrict or prohibit further
purchases or exchanges of Shares by a Shareholder that has been
identified by the Fund 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. Unless otherwise directed by
the Fund, any such restrictions or prohibitions shall only apply to
Shareholder-Initiated Transfer Purchases or Shareholder-Initiated
Transfer Redemptions that are affected directly or indirectly
through Intermediary. Instructions will be transmitted to
Intermediary through a mutually agreed upon format.
2.1 FORM OF INSTRUCTIONS. Instructions must include the TIN, ITIN or
GII if known, and the specific restriction(s) to be executed. If
the TIN, ITIN or GII is not known, the instructions must include 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 execute instructions as
soon as reasonably practicable, but not later than ten business
days after receipt of the instructions by the Intermediary.
2.3 CONFIRMATION BY INTERMEDIARY. Intermediary must provide written
confirmation to the Fund that instructions have been executed.
Intermediary agrees to provide confirmation as soon as reasonably
practicable, but not later than ten business days after the
instructions have been executed.
3. DEFINITIONS. For purposes of this Agreement:
3.1 The term "Fund" includes the fund's principal underwriter and
transfer agent. The term not does include any "excepted funds" as
defined in SEC Rule 22c-2(b) under the Investment Company Act of
1940.*
3.2 The term "Shares" means 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.
3.3 The term "Shareholder" means the holder of interests in a variable
life insurance contract issued by the Intermediary ("Contract"), or
a participant in an employee benefit plan with a beneficial
interest in a contract.
3.4 The term "written" includes electronic writing and facsimile
transmissions.
3.5 The term "Shareholder-Initiated Transfer Purchase" means a
transaction that is initiated or directed by a Shareholder that
results in a transfer of assets within a Contract to a Fund, but
does not include transactions that are executed: (i) automatically
pursuant to a contractual or systematic program or enrollment such
as transfer of assets within a Contract to a Fund as a result of
"dollar cost averaging" programs, insurance company approved asset
allocation programs, or automatic rebalancing programs; (iii)
one-time step-up in Contract value pursuant to a Contract death
benefit or living benefit; (iv) allocation of assets to a Fund
through a Contract as a result of payments such as loan repayments,
scheduled contributions, retirement plan salary reduction
contributions, or planned premium payments to the Contract; or (v)
prearranged transfers at the conclusion of a free look period
required under state law.
3.6 The term "Shareholder-Initiated Transfer Redemption" means a
transaction that is initiated or directed by a Shareholder that
results in a transfer of assets within a Contract out of a Fund,
but does not include transactions that are executed: (i)
automatically pursuant to a contractual or systematic program or
enrollments such as transfers of assets within a Contract out of a
Fund as a result of annuity payouts, loans, systematic withdrawal
programs, insurance company approved asset allocation programs and
automatic rebalancing programs; (ii) as a result of any deduction
of charges or fees under a Contract; (iii) within a Contract out of
a Fund as a result of scheduled withdrawals or surrenders from a
Contract; or (iv) as a result of payment of a death benefit from a
Contract.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed in their names and on their behalf by and through their duly
authorized officers, as of the day and year first above written.
Lincoln Life & Annuity Company of New York
NAME OF INTERMEDIARY
By: /s/ Xxxxx X. Xxxxxxxxx
------------------------------
Name: Xxxxx X. Xxxxxxxxx
Title: Second Vice President
Date: 4-10-07
OPPENHEIMERFUNDS SERVICES
(a division of OppenheimerFunds, Inc.)
By: /s/ Xxxxx Xxxxxxxx
------------------------------
Xxxxx Xxxxxxxx
Senior Vice President
Date:
OPPENHEIMERFUNDS DISTRIBUTOR, INC.
By: /s/ Xxxxxxx Xxxxx
------------------------------
Xxxxxxx Xxxxx
President
Date: 4/17/07
* As defined by SEC Rule 22c-2(b), the 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.
