ADMINISTRATIVE AGREEMENT June 22, 1995
June 22,
1995
Kansas
City Life Insurance Company
0000
Xxxxxxxx
Xxxxxx
Xxxx, Xxxxxxxx 00000-0000
Gentlemen:
This
agreement is entered into between Federated Securities Corp. (the “Distributor”)
and Kansas City Life Insurance Company (the “Company”) concerning certain
administration services.
1. Administration Services and
Expenses. Administration services for the Kansas City Life Insurance
Company Variable Annuity Separate Account, and the Kansas City Life Insurance
Company Universal Life Separate Account (individually, the “Separate Account”,
or collectively, the “Separate Accounts”), which invest in the Equity Growth and
Income Fund, the Prime Money Fund, and the Corporate Bond Fund (individually,
the “Fund”, or collectively, the “Funds”), each a portfolio of Insurance
Management Series (the “Trust”) pursuant to the Participation Agreement between
the Company and the Trust dated June 22,1995 (the “Participation Agreement”),
and for purchasers of variable annuity contracts issued through the Separate
Accounts, are the responsibility of the Company. Administration services for the
Funds, in which the Separate Accounts invest, and for purchasers of Fund shares,
are the responsibility of the Fund or of the Distributor.
The
Distributor recognizes the Company as the sole shareholder of Fund shares
purchased under the Participation Agreement on behalf of the Separate Accounts.
The Distributor 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 multiple
shareholders having record ownership of such Fund shares. The administration
expenses for which the Distributor will derive such savings are set forth in
Schedule A to this letter agreement.
2. Administration Expense
Payments. In consideration of the anticipated administration
expense savings resulting to the Distributor from the arrangements set forth in
the Participation Agreement, the Distributor agrees to pay to the Company on a
monthly basis, from the bona fide profits of
the Distributor, an amount equal to 25 basis points (0.25%) per annum of the
average aggregate amount invested by the Company on behalf of the Separate.
Account under the Participation Agreement.
For
purposes of computing the payment to the Company contemplated under this
Paragraph 2, 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 of the
Fund held by the Company) on each business day during the month, and dividing by
the total number of business days during such month.
The
payment contemplated by this Paragraph 2 shall be calculated by the Distributor
at the end of each calendar quarter and will be paid to the Company within
thirty (30) business days thereafter. Payment will be accompanied by a statement
showing the calculation of the monthly amount payable by the Distributor and
such other supporting data as may be reasonably requested by the
Company.
3. Nature of
Payments. The parties to this letter agreement recognize and
agree that the Distributor’s payments to the Company relate to administration
services only and do not constitute payment in any manner for investment
advisory services or for costs of distribution of Contracts or of Fund shares;
and that these payments are not otherwise related to investment advisory or
distribution services or expenses. The amount of administration expense payments
made by the Distributor to the Company pursuant to Paragraph 2 of this agreement
shall not be deemed to be conclusive with respect to actual administration
expenses or savings of the Distributor.
4. Term. This
letter agreement shall remain in full force and effect for so long as at least
$500.00 in assets of any one Fund of the Trust are attributable to amounts
invested by the Company under the Participation Agreement, unless terminated in
accordance with Paragraph 5 of this letter agreement.
5. Termination. This
letter agreement will be terminated upon mutual agreement of the parties hereto
in writing.
6. Amendment. This
letter agreement may be amended only upon mutual agreement of the parties hereto
in writing.
7. Counterparts. This
letter agreement may be executed in counterparts, each of which shall be deemed
an original but all of which shall together constitute one and the same
instrument.
8. Construction of
Agreement. This agreement shall be construed in accordance
with the laws of the Commonwealth of Pennsylvania.
If this
letter agreement is consistent with your understanding of the matters we
discussed concerning administration expense payments, kindly sign below and
return a signed copy to us.
Federated
Securities Corp.
By: /s/
Xxxx X. XxXxxxxxx
Name: Xxxx
X. XxXxxxxxx
Title: Exec.
Vice President
Date: June
22, 1995
Acknowledged
and Agreed:
Kansas
City Life Insurance Company
By: /s/
Xxxxxxx X. Xxxx
Name: Xxxxxxx
X. Xxxx
Title: SVP
Date: June
12, 1995
Attachment: Schedule
A
SCHEDULE
A
Maintenance of books and
records
|
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-
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Record
issuance of shares
|
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-
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Record
transfers (via net purchase orders)
|
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-
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Reconciliation
and balancing of the separate accounts at the fund level in the general
ledger, at various banks and within systems
interface
|
Purchase
orders
|
|
-
|
Determination
of net amount available for investment by the
fund
|
|
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-
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Deposit
of receipts at fund’s custodian by fund (wire
order)
|
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-
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Notify
custodian of estimated amount required to pay dividend or
distribution
|
Redemption
orders
|
|
-
|
Determination
of net amount required for redemptions by
fund
|
|
|
-
|
Notification
of custodian and fund of cash required to meet
payments
|
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-
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Cost
of share redemptions
|
Reports
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-
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Periodic
information reporting to the fund
|
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-
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Preparation
of annual and semi-annual shareholder reports; printing and mailing (to
existing contract owners)
|
Fund-related contract owner
services
|
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-
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Printing
and mailing costs associated with dissemination of fund prospectus to
existing contract owners
|
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-
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Telephonic
support for contract owners with respect to inquiries about the fund (not
including information about performance or related to
sales)
|
|
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-
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Fund
proxies (preparation of materials, inclusive of printing, distribution,
tabulation, and reporting)
|
Other administrative
support
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-
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Sub-accounting
services
|
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-
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Providing
other administrative support to the fund as mutually agreed between
insurer and the fund
|
|
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-
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Relieving
the fund of other usual or incidental administrative services provided to
individual shareholders
|
Coordination of
relationships between participating funds