SHAREHOLDER INFORMATION AGREEMENT
Exhibit
(8)(l)
THIS AGREEMENT (the “Agreement”) is made and entered into as of October 16, 2006, or such
other compliance date mandated by Rule 22c-2 under the Investment Company Act of 1940 (“Rule
22c-2”), whichever is later, by and between AMERICAN CENTURY INVESTMENT SERVICES, INC. (“ACIS”),
and the party signing below (“Intermediary”).
WHEREAS, Intermediary offers or otherwise makes available American Century mutual funds (the
“Funds”) to or for clients of Intermediary; and
WHEREAS, pursuant to Rule 22c-2, ACIS is required to enter into a shareholder information
agreement with every intermediary who holds shares of the Funds in omnibus accounts and submits
orders directly to the Funds’ transfer agent or to a registered clearing agency; and
WHEREAS, this Agreement sets forth the terms and conditions for information sharing for the
Funds in accordance with Rule 22c-2.
NOW, THEREFORE, in consideration of the foregoing and the mutual promises set forth below,
the parties hereto agree as follows:
1. Agreement to Provide Shareholder Information. Intermediary agrees to provide a
requesting Fund, upon written request, the taxpayer identification number (“TIN”), if known, of
any or all Shareholder(s) of the account and the amount, date, name or other identifier of any
investment professional(s) associated with the Shareholder(s) or account (if known), and
transaction type (purchase, redemption, transfer, or exchange) of every purchase, redemption,
transfer, or exchange of Shares held through an account maintained by Intermediary during the
period covered by the request.
(a) Period Covered by Request. Requests must set forth a specific period,
generally not to exceed 90 days from the date of the request, for which
transaction information is sought. The Fund may request transaction information
older than 90 days from the date of the request as it deems necessary to
investigate compliance with policies established by the Fund for the purpose of
eliminating or reducing any dilution of the value of the outstanding shares issued
by the Fund, but shall not make a request for any information older than 12
months from the date of the request.
(b) Form and Timing of Response. Intermediary agrees to transmit the
requested information that is on its books and records to the Fund or its designee
promptly, but in any event not later than five (5) business days, after receipt of
a request. If the requested information is not on Intermediary’s books and
records, Intermediary agrees to: (i) provide or arrange to provide to the Fund
requested information from shareholders who hold an account with an indirect
intermediary; or (ii) if directed by the Fund, block further purchases of Fund
Shares from such indirect intermediary. In such instance, Intermediary agrees to
inform the Fund whether it plans to perform (i) or (ii). Responses required by
this paragraph must be communicated in writing and in a format mutually agreed
upon by the parties. To the extent practicable, the format for any transaction
information provided to the Fund should be consistent
1
with the NSCC Standardized Data Reporting Format. For purposes of this
provision, an “indirect intermediary” has the same meaning as in Rule 22c-2.
(c) Limitations on Use of Information. The Fund agrees not to use the
information received for marketing or any other similar purpose without the prior
written consent of Intermediary.
2. Agreement to Restrict Trading. Intermediary agrees to execute written instructions from the
Fund to restrict or prohibit further purchases or exchanges of Shares or take such other action as
requested by the Fund for a Shareholder that has been identified by the Fund as having engaged in
transactions of the Fund’s Shares (directly or indirectly through Intermediary’s account) that
violate policies established by the Fund for the purpose of eliminating or reducing any dilution of
the value of the outstanding Shares issued by the Fund.
(a) Form of Instructions. Instructions must include the TIN, if known, and
the specific restriction(s) to be executed. If the TIN is not known, the
instructions must include an equivalent identifying number of the Shareholder(s)
or account(s) or other agreed upon information to which the instruction relates.
(b) Timing of Response. Intermediary agrees to execute instructions as soon
as reasonably practicable, but not later than five business days after receipt of
the instructions by Intermediary.
(c) Confirmation by Intermediary. Intermediary must provide written
confirmation to the Fund that instructions have been executed. Intermediary agrees
to provide confirmation as soon as reasonably practicable, but not later than ten
business days after the instructions have been executed.
3. Definitions. For purposes of this Agreement:
(a) The term “Fund” includes each fund’s principal underwriter (ACIS) and
transfer agent (American Century Services Corporation). The term does not include
any “excepted funds” as defined in SEC Rule 22c-2(b).
(b) The term “Shares” means the interests of Shareholders corresponding to the
redeemable securities of record issued by a Fund under the Investment Company Act of
1940 that are held by Intermediary.
(c) The term “Shareholder” means (i) for all Intermediaries other than
retirement plan recordkeepers or insurance companies, the beneficial owner of
Shares, whether the Shares are held directly or by Intermediary in nominee name;
(ii) for all Intermediaries that are retirement plan recordkeepers, the Plan
participant, notwithstanding that the Plan may be deemed to be the beneficiary
owner of Shares; and (iii) for all Intermediaries that are insurance companies, the
holder of interests in a variable annuity or variable life insurance contract
issued by Intermediary.
(d) The term “written” includes electronic writings and facsimile transmissions.
2
4. Termination. This Agreement may be terminated by either party on sixty (60) days’ written
notice. Upon termination of this Agreement, any other agreement between Intermediary and ACIS or
any affiliate of ACIS will terminate automatically, and Intermediary will no longer be permitted
to offer or otherwise make available the Funds; provided, however, that if Rule
22c-2 is amended or rescinded such that ACIS is no longer required to have such agreements in
place, such other agreements will not automatically terminate.
5. Counterparts and Delivery. This Agreement may be executed in two or more counterparts,
each of which shall be an original and all of which together shall constitute one instrument. A
signed copy of this Agreement delivered by facsimile or by emailing a
copy in .pdf form shall be
treated as an original and shall bind both parties just as would the exchange of originally signed
copies.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the latest date set
forth below.
AMERICAN CENTURY INVESTMENT SERVICES, INC. | Annuity Investors Life Insurance Company Intermediary |
|||||||
By:
|
/s/ Xxxxx X. Xxxxx | By: | /s/ Xxxx X. Xxxxxx | |||||
Name:
|
Xxxxx X. Xxxxx | Name: | Xxxx X. Xxxxxx | |||||
Title:
|
Senior Vice President | Title: | Vice President | |||||
Date:
|
Date: | 10/10/06 | ||||||
Contact Name: | Xxxx Xxxxxx | |||||||
Address: | 000 Xxxx Xxxxxx | |||||||
Xxxxxxxxxx, XX 00000 | ||||||||
Phone No: | 000-000-0000 | |||||||
Email address: | xxxxxxx@xxxxx.xxx |
If Intermediary trades through the NSCC, provide assigned NSCC trading numbers: _______________________________________________
American Century Assigned Trading Numbers:
|
Dealer # | |||
TPA # |
3