SIXTH AMENDMENT TO FUND PARTICIPATION AGREEMENT
This Amendment is to the Fund Participation Agreement dated June 1999,
as amended, ("Agreement") between Commonwealth Annuity and Life Insurance
Company (formerly, "Allmerica Financial Life Insurance and Annuity Company"),
a life insurance company organized under the laws of the Commonwealth of
Massachusetts ("Insurance Company"), on behalf of itself and on behalf of the
Separate Accounts as defined in Paragraph 1.12 of the Agreement, and each
Participating Fund (as defined in the Agreement). All capitalized terms used
herein and not otherwise defined shall have the meaning ascribed to such term
in the Agreement.
WHEREAS, the Fund and Insurance Company desire to distribute the
prospectuses of the series within the Fund pursuant to Rule 498 of the
Securities Act of 1933 ("Rule 498"); and
WHEREAS, the parties desire to set out the roles and responsibilities
for complying with Rule 498 and other applicable laws,
NOW THEREFORE, in consideration of the mutual covenants hereinafter set
forth, and intending to be legally bound, the Agreement is hereby amended as
follows:
1. For purposes of this Amendment, the terms Summary Prospectus and
Statutory Prospectus shall have the same meaning as set forth in Rule
498.
2. The Fund shall provide Insurance Company with copies of the Summary
Prospectuses in the same manner and at the same times as the
Participation Agreement requires that the Fund provide Insurance
Company with Statutory Prospectuses.
3. The Fund shall be responsible for compliance with Rule 498(e).
4. The Fund represents and warrants that the Summary Prospectuses and
the web site hosting of such Summary Prospectuses will comply with the
requirements of Rule 498 applicable to the Fund and its series.
5. The Fund agrees that the URL indicated on each Summary Prospectus
will lead Insurance Company contract owners ("Contract Owners")
directly to the web page used for hosting Summary Prospectuses and
that such web page will host the current Fund and series' documents
required to be posted in compliance with Rule 498.
6. The Fund represents and warrants that it will be responsible for
compliance with the provisions of Rule 498(f)(i) involving Contract
Owner requests for additional Fund documents made directly to the Fund.
The Fund further represents and warrants that any information obtained
about Contract Owners pursuant to this provision will be used solely
for the purposes of responding to requests for additional Fund
documents.
7. Insurance Company represents and warrants that it will respond to
requests for additional Fund documents made by Contract Owners directly
to Insurance Company or one of its affiliates.
8. Insurance Company represents and warrants that any binding together
of Summary Prospectuses and/or Statutory Prospectuses for which
Insurance Company is responsible will be done in compliance with Rule
498.
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9. At Insurance Company's request, the Fund will provide Insurance
Company with URLs to the current Fund and series' documents for use
with Insurance Company's electronic delivery of Fund documents or on
Insurance Company's website. The Fund will be responsible for
maintaining the Fund and series' current documents on the website to
which such URLs originally navigate.
10. If the Fund determines that it will end its use of the Summary
Prospectus delivery option, the Fund will provide Insurance Company
with advance notice of its intent as soon as reasonably practicable.
11. The parties agree that all other provisions of Participation
Agreement, including the Indemnification provisions, will apply to
the terms of this Amendment as applicable.
12. The parties agree that Insurance Company is not required to
distribute Summary Prospectuses to Contract Owners, but rather that
the use of the Summary Prospectuses will be at the discretion of
Insurance Company. Insurance Company agrees that it will give the Fund
sufficient notice of its intended use of the Summary Prospectuses or
the Statutory Prospectuses.
IN WITNESS WHEREOF, each of the parties hereto has caused this Amendment
to be executed in its name and behalf by its duly authorized officer.
Dated as of April 15, 2011.
COMMONWEALTH ANNUITY AND LIFE INSURANCE COMPANY
By: /s/ Xxxx Xxxxx
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Name: Xxxx Xxxxx
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Title: Senior VP and COO
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Date: 4/12/2011
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ON BEHALF OF THE FUNDS LISTED ON
EXHIBIT A OF THE AGREEMENT
By:
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Name: Xxxxxxxx XxXxxxxxxx
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Title: Assistant Secretary
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Date:
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