Exhibit 8(j): First Amendment to the Participation Agreement by and among
United of Omaha Life Insurance Company, Companion Life Insurance Company of New
York and Xxxxxxx Variable Life Investment Fund.
FIRST AMENDMENT
to the
PARTICIPATION AGREEMENT
This First Amendment, executed as of the 23rd day of January, 1995, is by and
among United of Omaha Life Insurance Company (the "Company"), Companion Life
Insurance Company of New York (the "Subsidiary") and Xxxxxxx Variable Life
Investment Fund (the "Fund"); and
WHEREAS, the Company and the Fund are parties to a Participation Agreement dated
May 15, 1994 on behalf of Separate Account C (the "Agreement);
WHEREAS, in order to engage in the business of selling variable life and annuity
products in New York, the Company must have a New York domiciled subsidiary;
WHEREAS, the Subsidiary is a New York corporation and engaged in the business of
selling variable life and annuity products; and
WHEREAS, the Company and the Fund now desire to modify the Agreement to extend
the terms and conditions of the Agreement to the Subsidiary and any other
subsidiary of the Company, as designated by the Company from time to time, upon
written notice to the Fund in accordance with Section 10 herein (each, a
"subsidiary").
NOW, THEREFORE, in connection of the foregoing and the mutual covenants and
agreements hereinafter contained, the parties hereto agree as follows:
1. The opening paragraph of the Agreement is hereby amended to read as
follows:
PARTICIPATION AGREEMENT (the "Agreement") made by and among
XXXXXXX VARIABLE LIFE INVESTMENT FUND (the "Fund"), a
Massachusetts business trust created under a Declaration of Trust
dated March 15, 1985, as amended, with a principal place of
business in Boston, Massachusetts, UNITED OF OMAHA LIFE INSURANCE
COMPANY, a Nebraska corporation, with its principal place of
business in Omaha, Nebraska, and COMPANION LIFE INSURANCE COMPANY
OF NEW YORK, a New York corporation, with its principal place of
business in Rye, New York, and any other subsidiary of United of
Omaha Life Insurance Company, as designated by United of Omaha
Life Insurance Company, upon written notice to the Fund in
accordance with Section 10 herein (together, the "Company"), on
behalf of the Separate Account C, a separate account of the
Company, and any other separate account of the Company as
designated by the Company from time to time, upon written notice
to the Fund in accordance with Section 10 herein (each, an
"Account").
2. Any notice to the Subsidiary pursuant to Section 10 of the Agreement
shall be given to Companion Life Insurance Company of New York, 000 Xxxxxxxx
Xxxxx Xxxxxx, Xxx, Xxx Xxxx 00000-0000, Attention, Xxx Xxxxxx, General Counsel.
3. The following paragraph is hereby added to Section 12. Miscellaneous:
-------------
Companion Life Insurance Company of New York is a wholly-owned
subsidiary of Untied of Omaha Life Insurance Company, and each
Company shall be jointly and severally responsible for
obligations of the Company under the Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this First Amendment as of
the date first above written.
XXXXXXX VARIABLE LIFE INVESTMENT FUND
By: /s/ Xxxxx X. Xxxxx
------------------------------------
Name: Xxxxx X. Xxxxx
Title: President
UNITED OF OMAHA LIFE INSURANCE COMPANY
By: /s/ Xxxxxxx X. Xxxx
------------------------------------
Name: Xxxxxxx X. Xxxx
Title: Senior Vice President
COMPANION LIFE INSURANCE COMPANY
OF NEW YORK
By: /s/ Xxxxxxx X. Xxxx
------------------------------------
Name: Xxxxxxx X. Xxxx
Title: Second Vice President
& Assistant Treasurer
By: /s/ X.X. Xxxxxxxxxx
------------------------------------
Name: X.X. Xxxxxxxxxx
Title: Second Vice President
& Assistant Treasurer
