EXHIBIT (8)(k)
Rule 22c-2 Information Sharing and Restricted Trading Agreement
AGREEMENT entered into as of April 16, 2007, or such other compliance date
mandated by Rule 22c-2 of the Investment Company Act of 1940 ("Rule 22c-2"),
whichever shall last occur, by and between OppenheimerFunds Services, a
division of OppenheimerFunds, Inc., OppenheimerFunds Distributor, Inc. (
together "Fund Agent") and American International Life Assurance Company of New
York ("Intermediary").
This Agreement is an addendum to the Participation Agreement between Fund Agent
and Intermediary. This Agreement changes the terms of the Participation
Agreement only to the extent specifically so required by this Agreement.
As used in this Agreement, the following terms shall have the following
meanings, unless a different meaning is clearly required by the contexts:
"Shareholders" shall mean those contract or policy owners of the Intermediary
who maintain an interest in an Account with the mutual funds of Fund Agent (the
"Funds"). The term not does include any "excepted funds" as defined in SEC Rule
22c-2(b) under the Investment Company Act of 1940./1/
"Shares" shall mean the interests of Shareholders corresponding to the
redeemable securities of record issued by the Fund under the Investment Company
Act of 1940 that are held by the Intermediary.
"Written" shall include electronic writings and facsimile transmissions.
WHEREAS, the Intermediary offers or otherwise makes available the Funds to or
for contract and/or policy owners of Intermediary;
WHEREAS, pursuant to Rule 22c-2, Fund Agent 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 Fund Agent's
transfer agent or to a registered clearing agency;
WHEREAS, this Agreement sets forth the terms and conditions for information
sharing for the Fund Agent and Intermediary in accordance with Rule 22c-2; and
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/1/ As defined in SEC Rule 22c-2(b), term "excepted fund" means any: (1) money
market fund; (2) fund that issues securities that are listed on a national
exchange; and (3) fund that affirmatively permits short-term trading of
its securities, if its prospectus clearly and prominently discloses that
the fund permits short-term trading of its securities and that such
trading may result in additional costs for the fund.
WHEREAS, this Agreement shall inure to the benefit of and shall be binding upon
the undersigned and each such entity shall be either a Fund Agent or
Intermediary for purposes of this Agreement (the Fund Agent and the
Intermediary shall be collectively referred to herein as the "Parties" and
individually as a "Party");
NOW, THEREFORE, in consideration of the mutual covenants herein contained, the
Fund Agent and Intermediary hereby agree as follows:
Shareholder Information
1. Agreement to Provide Information. Intermediary agrees to provide the Fund
Agent, upon written request, the taxpayer identification number ("TIN"), or an
equivalent identifying number such as a contract or policy identification
number, of any or all Shareholder(s) of the Funds, and the amount, date and
transaction type (purchase, redemption, transfer, or exchange) of every
purchase, redemption, transfer, or exchange of Shares held through an Account
maintained by the Intermediary during the period covered by the request.
Intermediary shall only be required to provide the information in regard to
transactions that are initiated or directed by the Shareholder, and shall not
be required to provide information in regard to transactions that are executed
automatically by the Intermediary, such transactions resulting from dollar cost
averaging programs, automatic rebalancing programs, periodic deduction of fees,
and redemptions pursuant to a systematic withdrawal plan.
Shareholder Information requests must be directed to the Intermediary's
representatives as identified in Appendix A to this Agreement, or other
mutually agreed upon representative.
1.1 Period Covered by Request. Requests must set forth a specific period to be
examined, not to exceed 180 days from the date of Intermediary's receipt of the
written request. Any such information request must be reasonable as to the
period covered, and Fund Agent shall initiate any such request only as the Fund
Agent deems necessary to investigate compliance with policies established by
the Fund for the purpose of eliminating or reducing any dilution of the value
of outstanding Shares issued by the Fund.
1.2 Timing of Requests. Notwithstanding paragraph 1.1 above, Fund requests for
Shareholder information may be made quarterly. The Fund may request Shareholder
information more frequently than quarterly as the Fund Agent deems necessary to
investigate compliance with policies established by the Fund for the purpose of
eliminating or reducing any dilution of the value of outstanding Shares issued
by the Fund .
1.3 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 10 business days after receipt of a
request. If the requested
information is not on the Intermediary's books and records, Intermediary agrees
to provide or arrange to provide to the Fund the requested information from
Shareholders who hold an account with an indirect intermediary. Responses
required by this paragraph must be communicated in writing and in a format
mutually agreed upon by the Parties. Information regarding transactions
resulting from dollar cost averaging programs, automatic rebalancing programs,
periodic deduction of fees, and redemptions pursuant to a systematic withdrawal
plan will not be provided in Shareholder Information sent to the Fund Agent;
therefore, the Shareholder Information provided for a certain period will not
be equal to the omnibus trades made during that same period.
1.4 Limitations on Use of Information. The Fund agrees not to use the
Shareholder Information received for any purpose (i) other than as necessary to
comply with the provisions of Rule 22c-2, nor (ii) for any purpose not
permitted under the privacy provisions of Title V of the Xxxxx-Xxxxx-Xxxxxx Act
and comparable state laws, including, but not limited to 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 Fund Agent to restrict or prohibit further purchases or
exchanges of Shares by a Shareholder that has been identified by Fund Agent as
having engaged in transactions of the Fund's Shares (directly or indirectly
through the 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. The Fund will only request a
restriction on trading for a Shareholder after that Shareholder has been
identified by the Fund as having potentially engaged in transactions of Fund
Shares (directly or indirectly through the 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 securities issued by the Fund.
Restriction of Trading requests must be directed to the Intermediary's
representatives as identified in Appendix A to this Agreement, or other
mutually agreed upon representative.
2.1 Form of Instructions for Restriction of Trading. Restriction of trading
instructions must include the TIN or an equivalent identifying number of the
Shareholder(s) or Account(s) or other agreed upon information to which the
instruction relates.
2.2 Timing of Response. Intermediary agrees to use its best efforts to execute
Fund Agent's instructions as soon as reasonably practicable, but not later than
10 business days after Fund Agent's instructions are received by the
Intermediary.
2.3 Confirmation by Intermediary. Intermediary agrees to use its best efforts
to provide confirmation to Fund Agent that Fund Agent's instructions have been
executed. Intermediary agrees to use its best efforts to provide confirmation
as soon as reasonably practicable, if possible not later than fifteen business
days after the instructions have been executed. Intermediary also agrees to use
its best efforts to provide notice to Fund Agent
within the same amount of time in the event Intermediary cannot or has not
executed such instructions.
2.4 Force Majeure. Either Party is excused from performance and shall not be
liable for any delay in performance or non-performance, in whole or in part,
caused by the occurrence of any event or contingency beyond the control of the
Parties including, but not limited to, work stoppages, fires, civil
disobedience, riots, rebellions, natural disasters, acts of God, acts of war or
terrorism, actions or decrees of governmental bodies, and similar occurrences.
The Party who has been so affected shall, if physically possible, promptly give
written notice to the other Party and shall use its best efforts to resume
performance. Upon receipt of such notice, all obligations under this Agreement
shall be immediately suspended for the duration of such event or contingency.
In all other respects, this Agreement is controlled by the Participation
Agreement between the Parties.
IN WITNESS WHEREOF, the undersigned has caused this Agreement to be executed as
of the date first above written.
OPPENHEIMERFUNDS SERVICES
(a division of OppenheimerFunds, Inc.)
By:
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Name:
-----------------------------
Title:
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OPPENHEIMERFUNDS DISTRIBUTOR, INC.
By:
-----------------------------
Name:
-----------------------------
Title:
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AMERICAN INTERNATIONAL LIFE ASSURANCE COMPANY OF NEW YORK
By: Attest:
----------------------------- -----------------------------
Name: Name:
----------------------------- -----------------------------
Title: Title:
----------------------------- (Seal) -----------------------------
Appendix A
Representatives of the Intermediary
Requests for Shareholder Information or Trading Restrictions must be directed
to:
Xxxxxxxx Xxxxxx
Senior Counsel
AIG American General
0000 Xxxxx Xxxxxxx, X00-00
Xxxxxxx, XX 00000
(000) 000-0000
and to:
Xxxxxxx XxXxxxxx
Variable Products Accounting
AIG American General
0000-X Xxxxx Xxxxxxx
Xxxxxxx, XX 00000
(000) 000-0000
Appendix B
Market Timing Policies of the Intermediary
Market timing. The Policies are not designed for professional market timing
organizations or other entities or individuals using programmed and frequent
transfers involving large amounts. Market timing carries risks with it,
including:
.. dilution in the value of Fund shares underlying investment options of other
Policy owners;
.. interference with the efficient management of the Fund's portfolio; and
.. increased administrative costs.
We have policies and procedures that require us to monitor the Policies to
determine if a Policy owner requests:
.. an exchange out of a variable investment option, other than the money
market investment option, within two calendar weeks of an earlier exchange
into that same variable investment option;
.. an exchange into a variable investment option, other than the money market
investment option, within two calendar weeks of an earlier exchange out of
that same variable investment option; or
.. exchanges into or out of the same variable investment option, other than
the money market investment option, more than twice in any one calendar
quarter.
If any of the above transactions occurs, we will suspend such Policy owner's
same day or overnight delivery transfer privileges (including website, e-mail
and facsimile communications) with prior notice to prevent market timing
efforts that could be harmful to other Policy owners or beneficiaries. Such
notice of suspension will take the form of either a letter mailed to your last
known address, or a telephone call from our Administrative Center to inform you
that effective immediately, your same day or overnight delivery transfer
privileges have been suspended. A Policy owner's first violation of this policy
will result in the suspension of Policy transfer privileges for ninety days. A
Policy owner's subsequent violations of this policy will result in the
suspension of Policy transfer privileges for six months. Transfers under dollar
cost averaging, automatic rebalancing or any other automatic transfer
arrangements to which we have agreed are not affected by these procedures.
The procedures above will be followed in all circumstances and we will treat
all Policy owners the same.
In addition, Policy owners incur a $25 charge for each transfer in excess of
12 each Policy year.
Restrictions initiated by the Funds. The Funds have policies and procedures
restricting transfers into the Fund. For this reason or for any other reason
the Fund deems necessary, a Fund may instruct us to reject a Policy owner's
transfer request. Additionally, a Fund may instruct us to restrict all
purchases or transfers by a particular Policy owner, whether into or out of the
Fund. We will follow the Fund's instructions.
Please read the Funds' prospectuses and supplements for information about
restrictions that may be initiated by the Funds.
