Dear Financial Services Firm ("you" or "Intermediary"),
As principal underwriter of the DWS Funds, we (or a predecessor firm) or
our affiliate have entered into a selling group or other agreement or agreements
(the "Agreement") with you to permit you, as applicable, to sell, service, or
facilitate trading in shares of the DWS Funds (collectively, the "Shares").
This amendment to the Agreement is entered into as of the date indicated
in the signature block below, with an effective date of October 16, 2007, or
such earlier date as of which you begin providing the Shareholder information
described below, and includes the following provisions:
1. Agreement to Provide Information. Intermediary agrees to provide the Fund or
its designee, upon written request, the taxpayer identification number ("TIN"),
the Individual/International Taxpayer Identification Number ("ITIN"), or other
government-issued identifier ("GII") and the Contract owner number or
participant account number associated with the Shareholder, if known, of any or
all Shareholder(s) of the account, 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. Unless otherwise
specifically requested by the Fund, the Intermediary shall only be required to
provide information relating to Shareholder-Initiated Transfer Purchases or
Shareholder-Initiated Transfer Redemptions.
2. Period Covered by Request. Requests must set forth a specific period, 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.
3. Form and Timing of Response.
(a) Intermediary agrees to provide, promptly upon request of the Fund or
its designee, the requested information specified in paragraph 1 above.
If requested by the Fund or its designee, Intermediary agrees to use
best efforts to determine promptly whether any specific person about
whom it has received the identification and transaction information
specified in paragraph 1 is itself a financial intermediary ("indirect
intermediary") and, upon further request of the Fund or its designee,
promptly either (i) provide (or arrange to have provided) the
information set forth in paragraph 1 for those shareholders who hold an
account with an indirect intermediary or (ii) restrict or prohibit the
indirect intermediary from purchasing, in nominee name on behalf of
other persons, securities issued by the Fund. Intermediary additionally
agrees to inform the Fund whether it plans to perform (i) or (ii).
(b) Responses required by this paragraph must be communicated in writing
and in a format mutually agreed upon by the parties.
(c) To the extent practicable, the format for any transaction information
provided to the Fund should be consistent with the NSCC Standardized
Data Reporting Format
4. Limitations on Use of Information. The Fund agrees not to use the information
received pursuant to this Amendment 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.
5. Agreement to Restrict Trading. Intermediary agrees to execute written
instructions from the Fund to restrict or prohibit further purchases or
exchanges of Shares by a Shareholder that has been identified by the Fund 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. Unless otherwise directed by the Fund,
any such restrictions or prohibitions shall only apply to Shareholder-Initiated
Transfer Purchases or Shareholder-Initiated Transfer Redemptions that are
effected directly or indirectly through Intermediary. Instructions must be
received by Intermediary at the following address, or such other address that
Intermediary may communicate to Fund in writing from time to time, including, if
applicable, an e-mail and/or facsimile telephone number:
6. Form of Instructions. Instructions must include the TIN, ITIN, or GII and the
specific individual Contract owner number or participant account number
associated with the Shareholder, if known, and the specific restriction(s) to be
executed, including how long the restriction(s) is(are) to remain in place. If
the TIN, ITIN, GII or the specific individual Contract owner number or
participant account number associated with the Shareholder 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.
7. Timing of Response. Intermediary agrees to execute instructions from the Fund
to restrict or prohibit trading as soon as reasonably practicable, but not later
than five business days after receipt of the instructions by the Intermediary.
8. Confirmation by Intermediary. Intermediary must provide written confirmation
to the Fund that instructions from the Fund to restrict or prohibit trading 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.
9. Construction of the Agreement; Fund Participation Agreements. The parties
have entered into one or more Fund Participation Agreements between or among
them for the purchase and redemption of shares of the Funds by the Accounts in
connection with the Contracts. To the extent the terms of this Amendment
conflict with the terms of a Fund Participation Agreement, the terms of this
Amendment shall control.
10. Termination. This Amendment will terminate upon the termination of the Fund
Participation Agreements.
11. Definitions. As used in this Amendment, the following terms shall have the
following meanings, unless a different meaning is clearly required by the
contexts:
The term 'Intermediary" shall mean (i) any broker, dealer, bank, or other entity
that holds securities of record issued by the Fund in nominee name; (ii) in the
case of a participant-directed employee benefit plan that owns securities issued
by the Fund (1) a retirement plan administrator under ERISA or (2) any entity
that maintains the plan's participant records; and (iii) an insurance company
separate account.
The term 'Fund" shall mean an open-ended management investment company that is
registered or required to register under section 8 of the Investment Company Act
of 1940 and includes (i) an investment adviser to or administrator for the Fund;
(ii) the principal underwriter or distributor for the Fund; or (iii) the
transfer agent for the Fund. The term not does include any "excepted funds" as
defined in SEC Rule 22c-2(b) under the Investment Company Act of 1940.*
The term "Shares" means 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.
The term "Shareholder" means the holder of interests in a variable annuity or
variable life insurance contract issued by the Intermediary ("Contract"), or a
participant in an employee benefit plan with a beneficial interest In a
contract.
The term "Shareholder-Initiated Transfer Purchase" means a transaction that is
initiated or directed by a Shareholder that results in a transfer of assets
within a Contract to a Fund, but does not include transactions that are
executed: (i) automatically pursuant to a contractual or systematic program or
enrollment such as transfer of assets within a Contract to a Fund as a result of
"dollar cost averaging" programs, insurance company approved asset allocation
programs, or automatic rebalancing programs; (ii) pursuant to a Contract death
benefit; (iii) one-time step-up in Contract value pursuant to a Contract death
benefit; (iv) allocation of assets to a Fund through a Contract as a result of
payments such as loan repayments, scheduled contributions, retirement plan
salary reduction contributions, or planned premium payments to the Contract; or
(v) pre-arranged transfers at the conclusion of a required free look period.
The term "Shareholder-Initiated Transfer Redemption" means a transaction that is
initiated or directed by a Shareholder that results in a transfer of assets
within a Contract out of a Fund, but does not include transactions that are
executed: (i) automatically pursuant to a contractual or systematic program or
enrollments such as transfers of assets within a Contract out of a Fund as a
result of annuity payouts, loans, systematic withdrawal programs, insurance
company approved asset allocation programs and automatic rebalancing programs;
(ii) as a result of any deduction of charges or fees under a Contract; (iii)
within a Contract out of a Fund as a result of scheduled withdrawals or
surrenders from a Contract; or (iv) as a result of payment of a death benefit
from a Contract.
The term "written" includes electronic writings and facsimile transmissions.
The term "purchase" does not include the automatic reinvestment of dividends.
The term "promptly" as used in paragraph 3(a) shall mean as soon as practicable
but in no event later than ten business days from the Intermediary's receipt of
the request for information from the Fund or its designee.
DWS XXXXXXX DISTRIBUTORS, INC.
By: /s/Xxxxxxx Xxxxxxx
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Name: Xxxxxxx Xxxxxxx
Titel: Chief Executive Officer
FIRM: Fidelity Security Life
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By: /s/Xxxxxx X. Xxxxxx
------------------------
Name: Xxxxxx X. Xxxxxx
Title: Directors of Admin/CCO for Separate Accts
Date: 3/26/07
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*As defined in SEC Rule 22c-2(b), the 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.
