AMENDMENT TO FUND
PARTICIPATION AGREEMENT
AMONG
THIRD AVENUE MANAGEMENT LLC
and
JEFFERSON NATIONAL LIFE INSURANCE COMPANY
For good and valuable consideration, the receipt of which is hereby
acknowledged, the parties agree to amend the May 1, 2003 Shareholder
Services Agreement among Third Avenue Management LLC (the "Advisor") and
Jefferson National Life Insurance Company (the "Insurance Company") as
follows:
1. REPRESENTATION. Section 7(a) (ii) is hereby replaced in its entirety with
the following:
"(ii) it has established Jefferson National Life Annuity Account C,
Jefferson National Life Annuity Account E, Jefferson National Life
Annuity Account F, Jefferson National Life Annuity Account G, Jefferson
National Life Annuity Account H, Jefferson National Life Annuity Account
I, Jefferson National Life Annuity Account J, Jefferson National Life
Annuity Account K, Jefferson National Life Annuity Account M, Jefferson
National Life Annuity Account N and Jefferson National Life Annuity
Account O (the "Accounts"), each of which is a duly authorized and
established separate account under the Texas Insurance Code, and has
registered each of the Accounts as a unit investment trust under the
Investment Company Act of 1940 (the "1940 Act") to serve as an investment
vehicle for the Contracts; "
2. REPRESENTATION. A new Section 7(c) is hereby created to read as follows:
"(c) Advisor will comply with Section 817(h) of the Internal Revenue Code
of 1986, as amended (the "Code"), and Treasury Regulation 1.817-5
relating to the diversification requirements for variable annuity,
endowment, modified endowment or life insurance contracts and any
amendments or other modifications to that Section or Regulation at all
times necessary to satisfy those requirements."
3. RATIFICATION AND CONFIRMATION OF AGREEMENT. In the event of a conflict
between the terms of this Amendment and the Agreement, it is the intention of
the parties that the terms of this Amendment shall control and the Agreement
shall be interpreted on that basis. To the extent the provisions of the
Agreement have not been amended by this Amendment, the parties hereby confirm
and ratify the Agreement.
4. COUNTERPARTS. This Amendment may be executed in two or more counterparts,
each of which shall be an original and all of which together shall constitute
one instrument.
5. FULL FORCE AND EFFECT. Except as expressly supplemented, amended or
consented to hereby, all of the representations, warranties, terms, covenants
and conditions of the Agreement shall remain unamended and shall continue to be
in full force and effect.
IN WITNESS WHEREOF, each of the parties hereto has caused this Amendment
to be executed in its name and on its behalf by its duly authorized
representative as of this date, April 6, 2004.
THIRD AVENUE MANAGEMENT LLC
1
By: /s/ Name illegible
Name:
Title: President and CEO
JEFFERSON NATIONAL LIFE INSURANCE
COMPANY
By: /s/ Xxxxx X. Xxxxxx
Name: Xxxxx X. Xxxxxx
Title: General Counsel
2
