EXHIBIT 99-B.8.5
AMENDMENT TO
PARTICIPATION AGREEMENT
The Participation Agreement (the "Agreement"), dated as of November 1, 1999
and amended as of November 17, 2000 by and among AIM Variable Insurance Funds, a
Delaware Trust, AIM Distributors, INC., a Delaware corporation, AETNA Insurance
Company of America, a Florida life insurance company, and Aetna Investment
Services, Inc., now known as Aetna Investment Services, LLC, a Delaware limited
liability company, is hereby amended as follows:
The following is added under: "Section 2 Processing and Transactions"
before Section 2.1(a):
"The Parties agree to communicate, process and settle purchase and
redemption transactions for Shares (collectively, "Share transactions") via
the Fund/SERV and Networking systems of the National Securities Clearing
Corporation (hereinafter, "NSCC"). Life Company and AIM each represents and
warrants that it: (a) has entered into an agreement with NSCC, (b) has met
and will continue to meet all of the requirements to participate in
Fund/SERV and Networking, and (c) intends to remain at all times in
compliance with the then current rules and procedures of NSCC, all to the
extent necessary or appropriate to facilitate such communications,
processing, and settlement of Share transactions. AIM agrees to provide
LIFE COMPANY with account positions and activity data relating to Share
transactions via Networking. LIFE COMPANY shall pay for Shares by the
scheduled close of federal funds transmissions on the same Business Day on
which it places an order to purchase Shares in accordance with this
section. Payment shall be in federal funds transmitted by wire from the
designated NSCC Setting Bank (on behalf of LIFE COMPANY).
For purposes of this Agreement, "Fund/SERV" shall mean NSCC's system
for automated, centralized processing of mutual fund purchase and
redemption orders, settlement, and account registration; "Networking" shall
mean NSCC's (Level Zero) system that allows mutual funds and life insurance
companies to exchange account level information electronically; and
"Settling Bank" shall mean the entity appointed by AVIF to perform such
settlement services on behalf of AVIF, which agrees to abide by NSCC's then
current rules and procedures insofar as they relate to same day funds
settlement. In all cases, processing and settlement of Share transactions
shall be done in a manner consistent with applicable law.
In the event that any Party is prohibited from communicating,
processing or settling Share transactions via Fund/SERV or Networking, such
Party shall notify the other Parties. After all Parties have been notified,
the provisions of paragraphs (b) and (c) of this Section 2.1 shall apply."
All other terms and provisions of the Agreement not amended herein shall
remain in full force and effect. Unless otherwise specified, all defined terms
shall have the same meaning given to them in the Agreement.
Effective Date: July 12, 2002
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AIM VARIABLE INSURANCE FUNDS
Attest: /s/ Xxxxx Xxxxxx By: /s/ Xxxxx X. Xxxxxxx
----------------------- --------------------------------
Name: Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxxx
Title: Assistant Secretary Title: Senior Vice President
(SEAL)
AIM DISTRIBUTORS
Attest: /s/ Xxxxx X. Xxxxxx By: /s/ Xxxxxxx X. Xxxx
----------------------- --------------------------------
Name: Xxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxx
Title: Assistant Secretary Title: President
(SEAL)
ING INSURANCE COMPANY
OF AMERICA FORMERLY KNOWN AS AETNA
INSURANCE COMPANY OF AMERICA
Attest: /s/ Xxxx Xxxxxxx By: /s/ Xxxxxx X. Xxxxxxxxxxx
----------------------- --------------------------------
Name: Xxxx Xxxxxxx Name: Xxxxxx X. Xxxxxxxxxxx
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Title: Pursuant to a Delegation of
Title: Assistant Secretary Authority dated 8/12/98
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(SEAL)
ING FINANCIAL ADVISERS, LLC
FORMERLY KNOWN AS AETNA
INVESTMENT SERVICES, LLC
Attest: /s/ Xxxx Xxxx By: /s/ Xxxxxxxxx Xxxxxx
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Name: Xxxx Xxxx Name: Xxxxxxxxx Xxxxxx
----------------------- --------------------------------
Title: Assistant Secretary Title: Vice President
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(SEAL)
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