NOVATION AGREEMENT
Exhibit h.(4)(a)
THIS NOVATION AGREEMENT (this “Agreement”), dated as of the Effective Time (as defined
herein), by and among American Century Investment Services, Inc., the distributor (“Distributor”)
of the American Century family of mutual funds (the “Funds”), American Century Services, LLC, the
transfer agent (“Transfer Agent”) of the Funds, and COUNTRY Investors Life Assurance Company,
(“Company”).
RECITALS
WHEREAS, Distributor, Transfer Agent and Company are parties to a certain Dealer/Agency
Agreement, Services Agreement, or other agreement with respect to the Funds as listed on Exhibit A
(such agreement, together with all exhibits, schedules, amendments, modifications, restatements, or
other supplements thereto, and any other documents executed or delivered in connection therewith,
the “Original Agreement”);
WHEREAS, according to its terms and as required by the Investment Company Act of 1940, as
amended (the “Act”), the Original Agreement was automatically terminated on February 16, 2010
(“Termination Date”) as a result of a deemed assignment of the Original Agreement by the
Distributor;
WHEREAS, Distributor, Transfer Agent and Company all wish to enter into a new agreement on the
same terms as the Original Agreement, effective as of the Termination Date; and
WHEREAS, the parties intend that this Agreement act as a novation, pursuant to which (i) the
Original Agreement between the parties was terminated on and as of the Effective Time (as defined
below) on the Termination Date and (ii) a new agreement will be formed by and between the parties,
on precisely the same terms as the Original Agreement.
NOW, THEREFORE, for good and valuable consideration (the receipt and sufficiency of which is
hereby acknowledged), and intending to be legally bound, the parties agree as follows:
(1) At 12:00 a.m. Eastern Time on the Termination Date (the “Effective Time”) a new agreement
shall be deemed to have been formed by and between Distributor, Transfer Agent and Company on the
same terms as the Original Agreement.
(2) This Agreement may be executed in counterparts, each of which shall be deemed an original,
but all of which together shall constitute one and the same instrument. Once each party to this
Agreement has executed a copy of this Agreement, this Agreement shall be considered fully executed
and effective, nothwithstanding that all parties have not executed the same copy.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed as of the
Effective Time.
COUNTRY Investors Life Assurance Company
(Intermediary Name)
(Intermediary Name)
By: Name: |
/s/ Xxxxxx X. XxXxxx
|
|||||||||
Title:
|
Vice President | |||||||||
Date:
|
03/25/2010 | |||||||||
| AMERICAN CENTURY INVESTMENT SERVICES, INC. | AMERICAN CENTURY SERVICES, LLC | |||||||||
By: Name: |
/s/ Xxxxx X. Xxxxxxx
|
By: Name: |
/s/ Xxxxx X. Xxxx
|
|||||||
Title:
|
Vice President, National Accounts | Title: | Vice President, Associate General Counsel | |||||||
Date:
|
February 23, 2010 | Date: | February 23, 2010 | |||||||
EXHIBIT A
ORIGINAL AGREEMENTS
Participation Agreement dated 11/11/03, as amended
Shareholder Services Agreement dated 11/11/03, as amended
Distribution Services Agreement dated 11/3/08
