Exhibit 8(b)(ii)
SHAREHOLDER INFORMATION AGREEMENT
THIS AGREEMENT (the "Agreement") is made and entered into as of April
16, 2007, or such other compliance date mandated by Rule 22c-2 under the
Investment Company Act of 1940 ("Rule 22c-2"), whichever is later, by and
between AMERICAN CENTURY INVESTMENT SERVICES, INC. ("ACIS"), and the party
signing below ("Intermediary").
WHEREAS, Intermediary offers or otherwise makes available American
Century mutual funds (the "Funds") to or for clients of Intermediary; and
WHEREAS, pursuant to Rule 22c-2, ACIS 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 the Funds' transfer
agent or to a registered clearing agency; and
WHEREAS, this Agreement sets forth the terms and conditions for
information sharing for the Funds in accordance with Rule 22c-2.
NOW, THEREFORE, in consideration of the foregoing and the mutual
promises set forth below, the parties hereto agree as follows:
1. Agreement to Provide Shareholder Information. Intermediary agrees to
provide a requesting Fund, upon written request, the taxpayer identification
number ("TIN"), if known, of any or all Shareholder(s) of the account and the
amount, date, name or other identifier of any investment professional(s)
associated with the Shareholder(s) or account (if known), and transaction type
(purchase, redemption, transfer, or exchange) of every purchase, redemption,
transfer, or exchange of Shares held through an account maintained by
Intermediary during the period covered by the request.
(a) Period Covered by Request. Requests must set forth a
specific period, generally not to exceed 90 days from the date of the
request, for which transaction information is sought. The Fund may
request transaction information older than 90 days from the date of the
request as it deems necessary to investigate compliance with 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, but
shall not make a request for any information older than 12 months from
the date of the request.
(b) 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 ten
(10) business days, after receipt of a request. If the requested
information is not on Intermediary's books and records, Intermediary
agrees to: (i) provide or arrange to provide to the Fund requested
information from shareholders who hold an account with an indirect
intermediary; or (ii) if directed by the Fund, block further purchases
of Fund Shares from such indirect intermediary. In such instance,
Intermediary agrees to inform the Fund whether it plans to perform (i)
or (ii). Responses required by this paragraph must be communicated in
writing and in a format mutually agreed upon by the parties. To the
extent practicable, the format for any transaction information provided
to the Fund should be consistent with the NSCC Standardized Data
Reporting Format. For purposes of this provision, an "indirect
intermediary" has the same meaning as in Rule 22c-2.
(c) Limitations on Use of Information. The Fund agrees not to
use the information received for 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 the Fund to restrict or prohibit further purchases or
exchanges of Shares or take such other action as requested by the Fund for a
Shareholder that has been identified by the Fund as having engaged in
transactions of the Fund's Shares (directly or indirectly through 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.
(a) Form of Instructions. Instructions must include the TIN,
if known, and the specific restriction(s) to be executed. If the TIN is
not known, the instructions must include an equivalent identifying
number of the Shareholder(s) or account(s) or other agreed upon
information to which the instruction relates.
(b) Timing of Response. Intermediary agrees to execute
instructions as soon as reasonably practicable, but not later than ten
(10) business days after receipt of the instructions by Intermediary.
(c) Confirmation by Intermediary. Intermediary must provide
written confirmation to the Fund that instructions have been executed.
Intermediary agrees to provide confirmation as soon as reasonably
practicable, but not later than ten business days after the
instructions have been executed.
3. Definitions. For purposes of this Agreement:
(a) The term "Fund" includes each fund's principal underwriter
(ACIS) and transfer agent (American Century Services Corporation). The
term does not include any "excepted funds" as defined in SEC Rule
22c-2(b).
(b) The term "Shares" means the interests of Shareholders
corresponding to the redeemable securities of record issued by a Fund
under the Investment Company Act of 1940 that are held by Intermediary.
(c) The term "Shareholder" means (i) for all Intermediaries
other than retirement plan recordkeepers or insurance companies, the
beneficial owner of Shares, whether the Shares are held directly or by
Intermediary in nominee name; (ii) for all Intermediaries that are
retirement plan recordkeepers, the Plan participant, notwithstanding
that the Plan may be deemed to be the beneficiary owner of Shares; and
(iii) for all Intermediaries that are insurance companies, the holder
of interests in a variable annuity or variable life insurance contract
issued by Intermediary.
(d) The term "written" includes electronic writings and
facsimile transmissions.
4. Termination. This Agreement may be terminated by either party on
sixty (60) days' written notice. Upon termination of this Agreement, any other
agreement between Intermediary and ACIS or any affiliate of ACIS will terminate
automatically, and Intermediary will no longer be permitted to offer or
otherwise make available the Funds; provided, however, that if Rule 22c-2 is
amended or rescinded such that ACIS is no longer required to have such
agreements in place, such other agreements will not automatically terminate.
5. Counterparts and Delivery. This Agreement may be executed in two or
more counterparts, each of which shall be an original and all of which together
shall constitute one instrument. A signed copy of this Agreement delivered by
facsimile or by emailing a copy in .pdf form shall be treated as an original and
shall bind both parties just as would the exchange of originally signed copies.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the latest date set forth below.
AMERICAN CENTURY INVESTMENT The Lincoln National Life Insurance Company
SERVICES, INC.
By: /s/ Xxxxx X. Xxxxxx By: /s/ Xxxxx X. Xxxxxxxxx
Name: Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxxxxx
Title: Vice President Title: Vice President
Date: 4-9-07 Date: 3/30/07
Lincoln Life & Annuity Company of New York
By: /s/ Xxxxx X. Xxxxxxxxx
Name: Xxxxx X. Xxxxxxxxx
Title: Second Vice President
Date: 3/30/07
Contact Name: Xxxxxxxx Xxxxxx
Address: Lincoln Financial Group
0000 X. Xxxxxxx Xxxxxx
Xxxx Xxxxx XX 00000
Phone No: 000-000-0000
Email address: xxxxxxx@Xxx.xxx
If Intermediary trades through the NSCC, provide assigned NSCC trading numbers:
American Century Assigned Trading Numbers: Dealer # 7002003
TPA #
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Service Reimbursement Addendum
Amendment to
Rule 22c-2 Shareholder Information Agreement
This Amendment to the Rule 22c-2 Shareholder Information Agreement dated April
16, 2007 between The Lincoln National Life Insurance Company and Lincoln Life &
Annuity Company of New York ("Intermediary") and American Century Investment
Services, Inc. ("Fund Agent") is effective as of October 16, 2007, regardless of
when executed.
WHEREAS, the Fund Agent wishes to utilize the services of a third party
vendor to handle certain shareholder and account information; and
WHEREAS, the parties desire to provide for confidential treatment of
shareholder information.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties agree to amend the
Agreement as follows:
1. The following paragraph is added to the Agreement as a new paragraph to
Section 1:
Use of Third Party Vendor. The Fund Agent authorizes
Intermediary to transfer certain shareholder and account
information to Sungard Institutional Products, Inc. ("Vendor")
to assist in gathering, maintaining and analyzing such
information by utilizing data warehousing, analytics, and
administrative tools. Fund Agent may authorize Vendor to
deliver instructions to Intermediary with respect to the
delivery of shareholder information to Vendor.
2. The paragraph entitled Limitation on Use of Information in Section 1 of the
Agreement is hereby deleted and replaced with the following:
Limitation on Use of Information. Unless the Intermediary
provides prior written consent, Fund Agent and Vendor agree
not to use the information received pursuant to this Agreement
for any purpose other than as necessary to comply with the
provisions of Rule 22c-2 or to fulfill other regulatory or
legal requirements subject to the privacy provisions of Title
V of the Xxxxx-Xxxxx-Xxxxxx Act (Public Law 106-102) and
comparable state laws.
3. All other terms and provisions of the Agreement not amended herein shall
remain in full force and effect.
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IN WITNESS WHEREOF, the undersigned have executed this Amendment as of
the date written above.
AMERICAN CENTURY INVESTMENT
SERVICES, INC.
By: /s/ Xxxxx X. Xxxxxxx
--------------------------------
Name: Xxxxx X. Xxxxxxx
Title: Vice President
Date: 10/20/08
THE LINCOLN NATIONAL LIFE INSURANCE LINCOLN LIFE & ANNUITY COMPANY OF
COMPANY NEW YORK
By: /s/ Xxxxx X. Xxxxxxxxx By: /s/ Xxxxx X. Xxxxxxxxx
-------------------------------- -------------------------------
Name: Xxxxx X. Xxxxxxxxx Name: Xxxxx X. Xxxxxxxxx
Title: Vice President Title: Second Vice President
