AGREEMENT FOR ADMINISTRATIVE SERVICES
This Agreement for administrative services is made and entered into by and
between Protective Life Corporation (herein "PLC"), a Delaware business
corporation with its principal place of business at ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇,
▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, and members of the PLC holding company system as set forth
in Exhibit A attached hereto and incorporated herein as fully as if set forth at
this point.
WHEREAS, PLC's principal business is that of an insurance holding company and it
makes available certain administrative and other services for members of its
holding company system; and
WHEREAS, the companies set forth on Exhibit A are members of the PLC holding
company system; and
WHEREAS, the members of the PLC holding company system set forth on Exhibit A
from time to time, require administrative services which services can be
provided by PLC; and
WHEREAS, the management of PLC, and the managements of the members of the PLC
holding company system set forth on Exhibit A have determined that it is
desirable and in the best interest of PLC, and the members of the PLC holding
company system set forth on Exhibit A and their respective shareholders to enter
into a contractual agreement for administrative services, subject to the terms
and conditions hereinbelow set forth.
NOW THEREFORE, in consideration of the covenants and agreements herein
contained, and in order to prescribe the terms and conditions of the
administrative services to be provided by PLC, the parties hereto mutually agree
as follows:
ARTICLE I
All administrative services to be performed under this Agreement shall be for an
initial term of twelve (12) months, beginning on October 1, 1988, and shall
automatically renew on each anniversary for a like period under the terms and
conditions hereof, unless either party hereto gives the other written notice at
least sixty (60) days prior to the end of any term of its intent not to renew
this Agreement for another term.
ARTICLE II
Costs of administrative services not otherwise specifically provided for by
separate agreements between PLC and members of the PLC holding company system
set forth on Exhibit A which are provided by one member company of the PLC
holding company system to another company within said holding company system
shall be shared by PLC and the members of the PLC holding company system set
forth on Exhibit A in accordance with generally accepted accounting principles.
Such costs shall be accumulated and settled monthly.
ARTICLE III
Exhibit A may be amended from time to time by the parties.
IN WITNESS WHEREOF, PLC and the members of the PLC holding company system set
forth on Exhibit A have caused this instrument to be executed by their duly
authorized officers and their seals to be affixed hereto.
PROTECTIVE LIFE CORPORATION
BY: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇.
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TITLE: Senior Vice President, Operations
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ATTEST:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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HOTEL DEVELOPMENT COMPANY, INC.
BY: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
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TITLE: Treasurer
-----------------------------------
ATTEST:
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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PROTECTIVE EQUITY SERVICES, INC.
BY: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
-----------------------------------
TITLE: Treasurer
-----------------------------------
ATTEST:
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇
------------------------------
FIRST PROTECTIVE INSURANCE GROUP, INC.
BY: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
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TITLE: Vice President
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ATTEST:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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PROTECTIVE FINANCIAL CORPORATION
BY: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
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TITLE: Vice President
--------------------------------------
ATTEST:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
------------------------------
PROTECTIVE LIFE INSURANCE COMPANY
BY: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇.
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TITLE: Senior Vice President, Operations
--------------------------------------
ATTEST:
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇
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UNITED FOUNDERS LIFE INSURANCE COMPANY
BY: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇.
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TITLE: President
--------------------------------------
ATTEST:
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇
------------------------------
AMERICAN FOUNDATION LIFE INSURANCE
COMPANY
BY: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇.
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TITLE: Senior Vice President, Operations
--------------------------------------
ATTEST:
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇
------------------------------
PROTECTIVE BENEFITS COMMUNICATIONS,
INC.
BY: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
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TITLE: Vice President
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ATTEST:
/s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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▇.▇. ▇▇▇▇▇▇▇ & ASSOCIATES, INC.
BY: /s/ A. S. ▇▇▇▇▇▇▇▇, III
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TITLE: Treasurer
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ATTEST:
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
------------------------------
CENTRAL SECURITY LIFE INSURANCE COMPANY
BY: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇.
--------------------------------------
TITLE: Senior Vice President, Operations
--------------------------------------
ATTEST:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
------------------------------
PROTELCOM, INC.
BY: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
--------------------------------------
TITLE: Treasurer
--------------------------------------
ATTEST:
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
------------------------------
EXHIBIT A
(to Agreement for Administrative Services between
Protective Life Corporation and subsidiaries)
As of January 21, 1998
Protective Life Insurance Company (October 1, 1988)
(merged out of existence September 29, 1990)
American Foundation Life Insurance Company (October 1, 1988)
(sold to Champion Life Insurance Company, effective November 3, 1988)
Protective Benefits Communications, Inc. (October 1, 1988)
(October 1, 1988) (renamed Financial Protection Marketing, Inc. as of May 3,
1990)
ProTelcom, Inc. (October 1, 1988)
Hotel Development Company, Inc. (October 1, 1988)
(October 1, 1988) (renamed ProEquities, Inc. as of March 2, 1995)
First Protective Insurance Group, Inc. (October 1, 1988)
(October 1, 1988) (renamed Voluntary Benefits International, Inc. as of
October 2, 1991)
(March 1, 1992) (dissolved February 27, 1996)
Empire General Life Assurance Corporation (June 19, 1992)
Capital Investors Life Insurance Company (January 1, 1993)
Product Resource Group, Inc. (February 12, 1993)
Protective Life Insurance Corporation of Alabama (March 8, 1993)
(April 20, 1993) (merged into Financial Services Investment Affiliate, Inc.
as of December 29, 1993)
(April 20, 1993) (merged into Protective Equity Services, Inc. as of June 1,
1994)
Specialty Asset Management Corporation (July 21, 1993)
Wisconsin National Life Insurance Company (July 30, 1993)
Protective Equity Services of Ohio, Inc. (September 1, 1993)
Protective Equity Services of Maryland, Inc. (September 1, 1993)
Investment Distributors, Inc. (September 1, 1993)
Investment Distributors Advisory Services, Inc. (September 1, 1993)
National Health Care Systems of Florida, Inc. (March 20, 1995)
Protective Finance Corporation (March 5, 1996)
Protective Life Insurance Company of Kentucky (May 1, 1996)
Protective Real Estate Holdings, Inc. (June 28, 1996)
Community National Assurance Company (December 31, 1996)
Protective Marketing Enterprises, Inc. (June 4, 1997)
Protective Life Insurance Company of Ohio (December 22, 1997)
Western Diversified Life Insurance Company (September 30, 1997)
Western Diversified Capital Funding Corporation (September 30, 1997)
EXHIBIT A (CONTINUED)
Citizen's Accident & Health Insurance Company (September 30, 1997)
Western Diversified Casualty Insurance Company (September 30, 1997)
Western Diversified Services, Inc. (September 30, 1997)
