ADMINISTRATIVE SERVICES AGREEMENT
This
Agreement is entered into by and between Calamos Asset Management, Inc.
(“Adviser”) and Kansas City Life Insurance Company (“Company’) concerning
performance of certain administrative services.
1. This
Agreement shall be executed and become effective contemporaneously with that
certain Participation Agreement among Adviser and Calamos Insurance Trust (Fund)
and Calamos Financial Services, Inc. (Underwriter) with Company. This Agreement
may be executed in duplicate originals. It may not be amended except in a
writing signed by the parties hereto.
2. Administrative
services to the variable contract owners under the Participation Agreement shall
be the responsibility of the Company and shall not be the responsibility of any
other party to the Participation Agreement. Administrative services which the
Company shall provide will include, but are not limited to: mailing Fund
reports, notices, proxies, proxy statements and other informal materials to
variable contract owners; providing various reports for the Fund and for
submission to the Fund’s Board of Trustees; and the provision of shareholder
support services with respect to the designated portfolios as identified in
Schedule A of the Participation Agreement.
3 Adviser
recognizes Company as the sole shareholder of Fund shares purchased under the
Participation Agreement on behalf of certain separate accounts. Adviser further
recognizes that it will derive a substantial savings in administration expenses
by virtue of having a sole shareholder of record of Fund shares purchased under
the Participation Agreement, rather than having multiple shareholders of record.
Types of administrative expenses for which the Fund will derive such savings
include maintenance of books and records, purchase and redemption orders,
reporting, Fund-related contract owner services and other administrative support
services.
4. In
consideration of the anticipated savings from such arrangement, and to
compensate the Company for its services, the Adviser agrees to pay the Company
on a quarterly basis 3.75 basis points (.0375%) [i.e. .15% on an annual basis]
of the average aggregate monthly amount invested by the Company in the
Designated Portfolios under the Participation Agreement. The average aggregate
amount invested by the Company over a one month period shall be computed by
totaling the Company’s aggregate investment (share net asset value multiplied by
total number of shares held by the Company) on each business day during the
month, and dividing that sum by the total number of business days during the
month. The Adviser will calculate the payment of administrative service
expenses
at the
end of each calendar quarter and will make such payment to the Company within 15
days after the end of each calendar quarter. Adviser will furnish the Company
(with the payment check if payment is made by check) a statement showing the
calculation of the amount paid by Adviser, with such other supporting data as
the Company may reasonably request. Payment of such amounts by the Adviser will
not increase the fees paid by the Fund, the Designated Portfolios or their
shareholders. Proration will be made for partial months.
5. The
parties agree that payments to the Company pursuant to this Agreement are for
administrative services only, and do not constitute payment in any manner for
investment advisory services or costs of distribution.
6. This
Agreement shall remain in effect so long as the Company provides administrative
services as contemplated herein.
In
Witness Whereof, the parties have executed this Administrative Services
Agreement on the dates set out opposite their names.
Calamos
Asset Management, Inc.
By: /s/
Xxxx X. Xxxxxxx
Title: President
Date: 4-15-99
Kansas
City Life Insurance Company
By: /s/
Xxxxxxx X. Xxxx
Title: SVP
Date: 4-9-99