SUPPLEMENT FOR PERSONAL SERVICES
This Agreement, dated as of July 31, 2008, is between CUNA Mutual Insurance
Society ("COMPANY") and X. Xxxx Price Investment Services, Inc., (the
"DISTRIBUTOR"), is intended to supplement the Administrative Services Agreement
dated September 16, 2002 by, between and among the Company, X. Xxxx Price
Associates, Inc. ("PRICE ASSOCIATES") and X. Xxxx Price International, Inc.
("TRPI"). All terms herein, unless otherwise defined, shall have the same
meaning as used in the Administrative Services Agreement.
Whereas, certain portfolios of the X. Xxxx Price Equity Series, Inc. and the X.
Xxxx Price Fixed Income Series, Inc. (the "FUNDS") are authorized to issue a
class of shares ("VIP II CLASS" or "CLASS") with respect to which the Funds have
adopted a plan ("12B-1 PLAN") for purposes of paying for personal services
under Rule 12b-l of the Investment Company Act of 1940 with respect to VIP II
Class shares;
Whereas, the Company intends to issue Contracts that will be funded by an
investment in the VIP II Class shares; and
Whereas, the Company is interested in performing personal services for the
Distributor with respect to VIP II Class shares in exchange for the receipt of
fees pursuant to the 12b-l Plan.
In consideration of the foregoing and the mutual covenants set forth below the
Company and the Distributor agree as follows:
1. DISTRIBUTOR. The Distributor is a broker-dealer registered under the
Securities Exchange Act of 1934 and with the National Association of Securities
Dealers, Inc. and serves as the principal underwriter of the Funds. The
Distributor is affiliated with Price Associates.
2. PERSONAL SERVICES. The Company has agreed to assist Distributor, as it may
request from time to time, with the provision of personal services to the Funds,
as they may relate to the investment in the VIP II Class by the Separate
Accounts. It is anticipated that such services shall include customer liaison
services and maintenance of customer accounts of the VIP II Class, including
(but not limited to): (i) continuing education and training of insurance agents
and other representatives of the Company with respect to the Class and the
Fund's portfolios offering the Class and serving as funding vehicles for the
Contracts; (ii) the provision of services by insurance agents and other
representatives of the Company who will provide personal service and attention
to the foregoing; and (iii) other services in respect of the Class as mutually
agreed upon from time to time.
3. PAYMENT FOR PERSONAL SERVICES. In consideration of the services to be
provided by the Company and its agents, the Distributor, in accordance with the
12b-l Plan, shall pay to the Company a fee with respect to the Class of each
portfolio of Funds equal to 25 basis points (0.25%) per annum of the average
aggregate net asset value of the shares of each Class held by the Separate
Accounts under the Participation Agreement. For purposes of computing the
payment to the Company contemplated under this Paragraph 3, the average
aggregate net asset value of shares of each Class held by the Separate Accounts
over a monthly period shall be computed by totaling each Separate Account's
aggregate investment (share net asset value multiplied by total number of shares
held by the Separate Account) on each business day during the calendar month,
and dividing by the total number of business days during each month. The
Payments contemplated by this Paragraph 3 shall be calculated by the Funds at
the end of each calendar month and will be paid to each Company within 30
calendar days thereafter.
4. TERM. The term of this Agreement shall run concurrently with the term of the
Administrative Services Agreement.
5. RELATIONSHIP TO OTHER AGREEMENTS. This Agreement is intended to supplement
the Administrative Services Agreement and not intended to conflict with or
supersede the provisions of the Administrative Services Agreement or the
Participation Agreement ("Prior Agreements"). All representations and warranties
made by the parties in the Prior Agreements are incorporated into this Agreement
and shall be deemed to have been made in connection with this Agreement.
X. XXXX PRICE INVESTMENT SERVICES, INC.
By: /s/ Xxxxx Xxxxxxx
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Name: Xxxxx Xxxxxxx
Title: VP
CUNA MUTUAL INSURANCE SOCIETY
By: /s/ Xxxxxx X. Xxxxxxx
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Name: Xxxxxx X. Xxxxxxx
Title: VP
