AMENDMENT TO PARTICIPATION AGREEMENT
This AMENDMENT TO PARTICIPATION AGREEMENT dated as of October 27, 2006,
by and among VANGUARD VARIABLE INSURANCE FUND, THE VANGUARD GROUP, INC.,
VANGUARD MARKETING CORPORATION and LIBERTY LIFE INSURANCE COMPANY.
WITNESSETH:
WHEREAS, the parties hereto have entered into a Participation Agreement
dated as of April 29, 2005 (the "Participation Agreement"), pursuant to which
the Sponsor has agreed to make shares of certain Portfolios of the Fund
available for purchase and redemption by certain Accounts of the Company in
connection with the Company's Variable Insurance Products; and
WHEREAS, the parties desire to modify the Participation Agreement in
certain respects;
NOW, THEREFORE, in consideration of the mutual covenants contained
herein, the parties hereto, intending to be legally bound, hereby agree as
follows:
1. Defined Terms. Unless otherwise defined herein, capitalized terms in this
Amendment shall have the meanings assigned in the Participation Agreement.
2. Amendment of Participation Agreement. The Participation Agreement is hereby
amended by inserting a new Section 4.10 to read in full as follows:
"4.10 Certain Transactions and Restrictions.
(a) The Company agrees that it will provide, not later than
five Business Days after receipt of a written request by the Sponsor on
behalf of the Fund, the Taxpayer Identification Number of any or all
Variable Insurance Product owner(s) and the amount, date, name of
investment professional associated with the Variable Insurance Product
owner (if any), and transaction type (purchase, redemption, transfer,
or exchange) of every purchase, redemption, transfer, or exchange
transaction by such Variable Insurance Product owner(s) in an Account
investing in the Fund through an account maintained by the Company
during the specific period covered by the request. Unless required by
applicable law, rule or regulation, the Sponsor and the Fund agree not
to use the information received under this Section for marketing or any
other purpose not related to (A) limiting or reducing abusive trading
in shares issued by the Fund or (B) collecting purchase or redemption
fees (if any).
(b) The Company agrees that it will execute written
instructions from the Sponsor on behalf of the Fund, including
instructions to restrict or prohibit purchases or exchanges of Fund
shares in specific accounts or by or on behalf of specific Variable
Insurance Product owners identified by the Fund as having engaged in
transactions in Fund shares that violate policies established by the
Fund for the purpose of eliminating or reducing any dilution of the
value of the outstanding securities issued by the Fund. Any such
instructions by the Sponsor shall include the Taxpayer Identification
Number or equivalent identifying number of the Variable Insurance
Product owner(s) to which the instructions relate and the specific
restriction(s) to be executed. The Company agrees that it will execute
any such instructions as soon as reasonably practicable, but not later
than five Business Days after receipt of the instructions by the
Company."
3. No Other Modifications. Except as specifically modified hereby, the
Participation Agreement remains in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed on their behalf by their duly authorized officers as of the day and
year first above written.
VANGUARD VARIABLE INSURANCE FUND
By: ____________________________________
Name: _________________________________
Title: __________________________________
THE VANGUARD GROUP, INC.
By: ____________________________________
Name: _________________________________
Title: __________________________________
VANGUARD MARKETING CORPORATION
By: ____________________________________
Name: _________________________________
Title: __________________________________
LIBERTY LIFE INSURANCE COMPANY
By: ____________________________________
Name: _________________________________
Title: __________________________________
