[Fidelity Investments Logo]
May 16,2007
Symetra Life Insurance Company
Xx. Xxxxxxx Xxxxxxxxxxx
0000 000xx Xxxxx XX
Xxxxxxx, Xxxxxxxxxx 00000
Re: Participation Agreement among Variable Insurance Products Fund,
Variable Insurance Products Fund 11, Variable Insurance Products Fund
111, Fidelity Distributors Corporation (the "Underwriter") and
Insurance Company (the "Company"), dated February 25, 2007, as amended
(the "Participation Agreement")
Dear Xx. Xxxxxxxxxxx:
The Company, the Underwriter and the above referenced Variable Insurance
Products Funds (the "Current Funds") are parties to the above-referenced
Participation Agreement. As explained in the notice sent to you on May 3,
2007, Fidelity is in the process of reorganizing some of the portfolios of
the Current Funds (the "Affected Portfolios") for administrative purposes.
In connection with this reorganization, the Affected Poltfolios will be
moved into corresponding "shell" portfolios of a new Variable Insurance
Products Fund V ("Fund V"). A list of all of the Affected Portfolios covered
by the reorganization and the corresponding Fund V portfolios is set forth
on the attached Exhibit.
In connection with this change, we are asking for your consent to (1) the
amendment of the Participation Agreement to add Fund V as a "Fund" party
under the telms of the Participation Agreement (the "Amendment") and (2) the
assignment of all of the Current Funds' rights, benefits and obligations under
the Participation Agreement with respect to the Affected Portfolios to Fund V,
with respect to the corresponding portfolios of Fund V, and the release of
the Current Funds from the obligations so assigned (the "Assignment"). The
Participation Agreement will remain in full force and effect in accordance with
its terms, as so amended and assigned herein.
Your signature below will indicate the Company's consent to the Amendment
and Assignment of the Participation Agreement as set forth above, to become
effective immediately upon consummation of the reorganization.
Thank you for your prompt attention to this matter. If for some reason we
cannot obtain your signature prior to the reorganization, and the Company
submits orders or instructions under the Participation Agreement thereafter,
we will deem the Company to have consented to these matters. Please do not
hesitate to contact your Fidelity Relationship Manager or Key Account
Manager if you have any questions.
Very truly yours,
FIDELITY DISTRIBUTORS CORPORATION
By: /s/Xxxxxxx Xxxxxxxx
-----------------------------------------
Name: Xxxxxxx Xxxxxxxx
Title: Executive Vice President
VARIABLE INSURANCE PRODUCTS FUND,
VARIABLE INSURANCE PRODUCTS FUND II
VARIABLE INSURANCE PRODUCTS FUND III,
VARIABLE INSURANCE PRODUCTS FUND IV,and
VARIABLE INSURANCE PRODUCTS FUND V
By:__/s/Xxxxxxxx Xxxxxxxxxx_______________________
Name: Xxxxxxxx Xxxxxxxxxx
Title: Treasurer
The Undersigned Consents to the Amendment and Assignment of the Participation
Agreement as
of this 25 day of May 2007:
SYMETRA LIFE INSURANCE COMPANY
By:______/s/Xxxxx Xxxxxxxxxxxx
Name: Xxxxx Xxxxxxxxxxxx
Title: Vice President
Please keep one copy and return the other to:
Xxxxxx Xxxxxx
Director, Contracts Management
Fidelity Investments
000 Xxxxx Xxxxxx, 00X
Xxxxxxxxxx XX 00000
EXHIBIT A
AFFECTED PORTFOLIOS
---------------------------
Variable Insurance Products Fund
Money Market Portfolio
Variable Insurance Products Fund II
Asset Manager Portfolio
Asset Manager: Growth Portfolio
Investment Grade Bond Portfolio
Variable Insurance Products Fund IV
Freedom Income Portfolio
Freedom 2005 Portfolio
Freedom 2010 Portfolio
Freedom 2015 Portfolio
Freedom 2020 Portfolio
Freedom 2025 Portfolio
Freedom 2030 Portfolio
FundsManager 20% Portfolio
FundsManager 50% Portfolio
FundsManager 70% Portfolio
FundsManager 85% Portfolio
Strategic Income Portfolio
FUND V PORTFOLIOS
-------------------------
Variable Insurance Products Fund V
Money Market Portfolio
Asset Manager Portfolio
Asset Manager: Growth Portfolio
Investment Grade Bond Portfolio
Freedom Income Portfolio
Freedom 2005 Portfolio
Freedom 2010 Portfolio
Freedom 2015 Portfolio
Freedom 2020 Portfolio
Freedom 2025 Portfolio
Freedom 2030 Portfolio
FundsManager 20% Portfolio
FundsManager 50% Portfolio
FundsManager 70% Portfolio
FundsManager 85% Portfolio
Strategic Income Portfolio
