VAN ECK SHAREHOLDER INFORMATION AGREEMENT
Exhibit h13c
XXX XXX
SHAREHOLDER INFORMATION AGREEMENT
This Agreement
is effective as of November 28, 2007, by and between Principal Life
Insurance Company (“Intermediary”) and Xxx Xxx Securities Corporation (“Xxx Xxx”) on behalf
of the Xxx Xxx Funds, Xxx Xxx Funds, Inc., Xxx Xxx Worldwide Insurance Trust, or such other
investment companies that Xxx Xxx may distribute (each, a “Xxx Xxx Fund” and together, the
“Xxx Xxx Funds”).
WHEREAS, Intermediary is a “financial intermediary” within the meaning of Rule
22c-2 of the Investment Company Act of 1940 (“Rule 22c-2”);
WHEREAS, pursuant to Rule 22c-2, Xxx Xxx is required to enter into a written agreement
with Intermediary under which Intermediary agrees to: (i) provide, at Xxx Xxx’x request,
identity and transaction information about Shareholders (as defined below) who hold their
Shares (as defined below) through an account with Intermediary; and (ii) execute instructions
from Xxx Xxx to restrict or prohibit future purchases or exchanges;
NOW, THEREFORE, in consideration of the mutual covenants herein contained, which
consideration is full and complete, Xxx Xxx and the Intermediary hereby agree as follows:
Shareholder Information
1. (a) Agreement to Provide Information. Intermediary agrees to provide Xxx Xxx, or
its designee, upon written request, the taxpayer identification number (“TIN”), the
Individual/International Taxpayer Identification Number (“ITIN”), or other
government-issued identifier (“GII”) or mutually acceptable Securities and Exchange
Commission (“SEC”) approved identifier, and the Contract owner number or participant
account number associated with the Shareholder, if known, of any or all Shareholder(s) of
the Xxx Xxx Funds, and the amount, date and transaction type (purchase, redemption,
transfer or exchange) of every purchase, redemption, transfer or exchange of Shares held
through an account maintained on behalf of the Intermediary during the period covered by
the request. Unless otherwise specifically requested by Xxx Xxx, or its designee, the
Intermediary shall only be required to provide information relating to Shareholder
Initiated Transfer Purchases or Shareholder-Initiated Transfer Redemptions.
(b) Period Covered by Request. Requests must set forth a specific period, not to exceed
90 calendar days from the date of the request, for which transaction information is sought.
Xxx Xxx, or its designee, may request transaction information older than 90 calendar days
from the date of the request as it deems necessary to investigate compliance with policies
established by the Xxx Xxx Funds for the purpose of eliminating or reducing any dilution of
the value of the outstanding Shares issued by the Xxx Xxx Funds.
Contract # VAN-11851-2007-11-28-IND
(c) Timing of Requests. Requests for Shareholder information shall be made no more
frequently than quarterly except as Xxx Xxx deems necessary to investigate compliance with
policies established by the Xxx Xxx Funds for the purpose of eliminating or reducing any dilution of the value of the outstanding shares issued by
the Xxx Xxx Funds.
(d) Form and Timing of Response. Intermediary agrees to provide, promptly upon request
of Xxx Xxx, or its designee, the information specified in Section 1 (a). If requested by Xxx
Xxx, or its designee, Intermediary agrees to use best efforts to determine promptly whether
any specific person about whom it has received the identification and transaction
information specified in 1 (a) is itself a financial intermediary (“indirect intermediary”)
and, upon further request of the Xxx Xxx, or its designee, promptly either (i) provide (or
arrange to have provided) the information set forth in 1 (a) for those Shareholders who hold
an account with an indirect intermediary or (ii) restrict or prohibit the indirect
intermediary from purchasing, in nominee name on behalf of other persons, securities issued
by the Xxx Xxx Funds. Intermediary additionally agrees to inform Xxx Xxx, or its designee,
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 extent
practicable, the format for any transaction information provided to Xxx Xxx, or its
designee, should be consistent with the NSCC Standardized Data Reporting (“SDR”) Format.
2. Limitations on Use of Information. Xxx Xxx 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-Xxxxxx Act (Public Law 106-102) and
comparable state laws.
3. (a) Agreement to Restrict Trading. Intermediary agrees to execute written instructions
from Xxx Xxx, or its designee, to restrict or prohibit further purchases or exchanges of
Shares by a Shareholder that has been identified by Xxx Xxx, or its designee, as having
engaged in transactions of the Shares (directly or indirectly through the Intermediary’s
account) that violate policies established by the Xxx Xxx Fund(s) for the purpose of
eliminating or reducing any dilution of the value of the outstanding Shares issued by the
Xxx Xxx Fund(s). Unless otherwise directed by Xxx Xxx, or its designee,, any such
restrictions or prohibitions shall only apply to Shareholder-Initiated Transfer Purchases or
Shareholder-Initiated Transfer Redemptions that are effected directly or indirectly through
Intermediary. Instructions must be received by Intermediary through the NSCC SDR or at the
following address, or such other address that Intermediary may communicate to Xxx Xxx in
writing from time to time, including, if applicable, an e-mail and/or facsimile telephone
number:
Xxxx Xxxxx
Xxxxx.Xxxx@Xxxxxxxxx.Xxx
(000) 000-0000
Xxxxx.Xxxx@Xxxxxxxxx.Xxx
(000) 000-0000
(b) Form of Instructions. Instructions to restrict or prohibit trading must include the
TIN, ITIN, GII or mutually acceptable SEC approved identifier, and the specific individual
Contract owner number or participant account number associated with the Shareholder, if
known, and the specific restriction(s) to be executed, including how long the restriction(s)
is (are) to remain in place. If the TIN, ITIN, GII or mutually acceptable SEC approved
identifier, or specific individual Contract owner number or participant account number associated with the Shareholder 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.
(c) 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.
(d) Confirmation by Intermediary. Intermediary must provide written confirmation to
Xxx Xxx, or its designee, 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.
4. Definitions. For purposes of this Agreement:
(a) The term “Shares” means the interests of Shareholders corresponding to the
redeemable securities of record issued by each Xxx Xxx Fund that are held by the
Intermediary.
(b) The term “Shareholder” means the holder of interests in a variable annuity or
variable life insurance contract issued by the Intermediary (“Contract”), or a participant
in an employee benefit plan with a beneficial interest in a contract.
(c) 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 Xxx Xxx 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 Xxx Xxx Fund as a result of “dollar cost averaging”
programs, insurance company approved asset allocation programs, or automatic rebalancing
programs; (ii) pursuant to a Contract death benefit; (iii) one-time step-up in Contract
value pursuant to a Contract death 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 required free look period .
(d) 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 Xxx Xxx 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 Xxx Xxx 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 Xxx Xxx 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.
(e) The term “written” includes electronic writings and facsimile transmissions.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of the date
first set forth above.
| PRINCIPAL LIFE INSURANCE COMPANY |
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| By: | /s/ Xxxx Xxxxxx | |||
| Name (print): Xxxx Xxxxxx | ||||
| Title (print): Director — Product Management Telephone #: (515_ 000-0000 Email: xxxxxx.xxxx@xxxxxxxxx.xxx |
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| XXX XXX SECURITIES CORPORATION |
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| By: | /s/ Xxxxx Xxxxxxx | |||
| Name (print): Xxxxx Xxxxxxx | ||||
| Title (print): Senior Vice President Telephone #: 000-000-0000 Email: xxxxxxxx@xxxxxx.xxx |
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