SUPPLEMENT FOR DISTRIBUTION SERVICES
This Agreement is between New York Life Insurance and Annuity Corporation
("COMPANY") and X. Xxxx Price Investment Services, Inc., (the "DISTRIBUTOR"),
is intended to supplement the Administrative Services Agreement dated April 1,
1999 between the Company and X. Xxxx Price Associates, Inc. ("PRICE
ASSOCIATES"). All terms herein, unless otherwise defined, shall have the same
meaning as used in the Administrative Services Agreement.
Whereas, certain portfolios of the X. Xxxx Price Equity Series, Inc. (the
"EQUITY FUND") are authorized to issue a class of shares ("VIP II CLASS" or
"CLASS") with respect to which the Equity Fund has adopted a plan ("12b-1
PLAN") for purposes of paying for distribution services under Rule 12b-1 of the
Investment Company Act of 1940 with respect to VIP II Class shares;
Whereas, the Company intends to issue Contracts that will be funded by an
investment in the VIP II Class shares; and
Whereas, the Company is interested in performing distribution services for the
Distributor with respect to VIP II Class shares in exchange for the receipt of
fees pursuant to the 12b-1 Plan.
In consideration of the foregoing and the mutual covenants set forth below the
Company and the Distributor agree as follows:
1. DISTRIBUTOR. The Distributor is a broker-dealer registered under the
Securities Exchange Act of 1934 and with the National Association of Securities
Dealers, Inc. and serves as the principal underwriter of the Equity Fund. The
Distributor is affiliated with the Price Associates.
2. SERVICES.
(a) DISTRIBUTION SERVICES. The Company has agreed to assist Distributor, as it
may request from time to time, with the provision of distribution services to
the Equity Fund, as they may relate to the investment in the VIP II Class by
the Separate Accounts. It is anticipated that such services shall include any
activities primarily intended to result in the sale of shares of the VIP II
Class, including (but not limited to): (i) distribution of Fund reports,
prospectuses, and SAIs for the Class to other than existing holders of
Contracts; (ii) the preparation and distribution of sales literature and
advertising material for the Class; (iii) continuing education and training of
insurance agents and other representatives of the Company with respect to the
Class and the Fund's portfolios offering the Class and serving as funding
vehicles for the Contracts; (iv) the provision of distribution support services
by insurance agents and other representatives of the Company who will provide
personal service and attention to the foregoing; and (v) other distribution
services in respect of the Class as mutually agreed upon from time to time.
(b) OTHER SERVICES. The Company agrees to monitor its Contractholders' accounts
for excessive trading or market timing activity (as defined in the Fund's
prospectus) and agrees to work with the Distributor to deter or block any
future such activity.
3. PAYMENT FOR DISTRIBUTION SERVICES. In consideration of the distribution
services to be provided by the Company and its agents, the Distributor, in
accordance with the 12b-1 Plan, shall pay to the Company a fee with respect to
the Class of each portfolio of Equity Fund equal to __ basis points (____%) per
annum of the average aggregate net asset value of the shares of each Class held
by the Separate Accounts under the Participation Agreement. For purposes of
computing the payment to the Company contemplated under this Paragraph 3, the
average aggregate net asset value of shares of each Class held by the Separate
Accounts over a monthly period shall be computed by totaling each Separate
Account's aggregate investment (share net asset value multiplied by total
number of shares held by the Separate Account) on each business day during the
calendar month, and dividing by the total number of business days during each
month. The Payments contemplated by this Paragraph 3 shall be calculated by the
Equity Fund at the end of each calendar month and will be paid to each Company
within 30 calendar days thereafter.
4. TERM. The term of this Agreement shall run concurrently with the term of the
Administrative Services Agreement.
5. RELATIONSHIP TO OTHER AGREEMENTS. This Agreement is intended to supplement
the Administrative Services Agreement and not intended to conflict with or
supersede the provisions of the Administrative Services Agreement or the
Participation Agreement ("Prior Agreements"). All representations and warranties
made by the parties in the Prior Agreements are incorporated into this Agreement
and shall be deemed to have been made in connection with this Agreement.
X. XXXX PRICE INVESTMENT SERVICES, INC.
By: /s/ Xxxxxxx X. Xxxxxx
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Name: Xxxxxxx X. Xxxxxx
Title: Vice President
NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION
By: /s/ Xxxxxx X. Rock
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Name: Xxxxxx X. Rock
Title: Senior Vice President
