EXHIBIT 24(b)(8)(iii)(D)
(DWS XXXXXXX LOGO)
DEUTSCHE BANK GROUP
DWS Xxxxxxx Distributors, Inc.
000 Xxxxx Xxxxxxxxx Xxxxx
Xxxxxxx, XX 00000-0000
(000) 000-0000
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 and reasonably 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 pursuant to such policies, 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 ten business days after receipt of the instructions by the
Intermediary, or such other period as mutually agreed upon by the parties.
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/ PHensler
---------------------------------
Name: Xxxxxxx Xxxxxxx
Title: Chief Executive Officer
FIRM: XXXX XXXXXXX LIFE INSURANCE COMPANY (U.S.A.)
(on behalf of its Separate Accounts)
By: s/ Xxxxx X. Xxxxx
---------------------------------
Name: Xxxxx X. Xxxxx
Title: Executive Vice President, U.S.
Insurance
Date:
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FIRM: XXXX XXXXXXX LIFE INSURANCE COMPANY OF NEW YORK
(on behalf of its Separate Accounts)
By: s/ Xxxxx X. Xxxxx
---------------------------------
Name: Xxxxx X. Xxxxx
Title: Executive Vice President, U.S.
Insurance
Date:
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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.
