FIFTH AMENDMENT
TO
GENERAL AGENT SALES AGREEMENT
FIFTH AMENDMENT TO GENERAL AGENT SALES AGREEMENT dated as of November
1, 2006 by and between AXA EQUITABLE LIFE INSURANCE COMPANY (formerly known as
The Equitable Life Assurance Society of the United States) ("AXA Equitable"), a
New York stock life insurance company, having offices at 0000 Xxxxxx xx xxx
Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000, and AXA NETWORK, LLC, a Delaware limited
liability company having offices at 0000 Xxxxx Xxxx Xxxx, Xxxxxxxxxx,
Xxxxxxxxxxxx 00000 and the AXA Network subsidiaries executing this Agreement
below (collectively, the "General Agent").
AXA Equitable and the General Agent hereby modify and amend the General Agent
Sales Agreement dated as of January 1, 2000 between them, as previously amended
(the "Sales Agreement") as follows:
1. Section 5.5 of the Sales Agreement is restated in its entirety as
follows:
ss.5.5 Replacements. The General Agent shall not, and shall not permit
any Agent to, encourage any customer to surrender or replace a life insurance
policy or annuity contract issued by AXA Equitable or any affiliate thereof in
order to purchase a Contract or, conversely, to surrender or exchange a Contract
in order to purchase another life insurance policy or annuity contract issued by
AXA Equitable or any affiliate thereof, except to the extent such surrenders or
exchanges are permitted pursuant to and made in accordance with AXA Equitable's
Policies and Procedures. No compensation will be paid on Replacement Contracts
(as hereinafter defined) sold hereunder, except as expressly provided in
Schedule 5 of Exhibit A. As used herein, a "Replacement Contract" means any
permanent or term life insurance policy or annuity contract sold pursuant to
this Agreement prior to or following the lapse, surrender, policy change or
exchange of any other policy or annuity on the same insured issued by AXA
Equitable or any affiliate thereof or any policy which is continued in force
using the non-forfeiture benefits of the policy or by use of dividends for
payment of premiums. The conversion of a term policy to a permanent policy is
not a Replacement Contract for the purposes of this Section.
2. Section 5.8 of the Sales Agreement is restated in its entirety as
follows:
ss.5.8 Delivery of Contracts. The General Agent will deliver Contracts,
in accordance with AXA Equitable's Policies and Procedures, to the persons named
thereon as the owners of such Contracts as soon as reasonably possible, but in
no event more than then (10) days after receipt from AXA Equitable. Any
compensation paid will be recovered in full if all delivery requirements are not
received at AXA Equitable's administrative office by the due date. The General
Agent will advise the owner of a newly issued variable Contract that AXA
Equitable cannot honor investment instructions from the owner unless a signed
application or a receipt for
the Contract has previously been received from the owner or the instructions are
signed by the owner and accompanied by a signature guaranty in a form acceptable
to AXA Equitable.
3. Section 5.9 of the Sales Agreement is restated in its entirety as
follows:
ss.5.9 Refunds of Premiums. In the event that AXA Equitable rejects an
Application or a customer exercises his or her free look right under a Contract
in a timely manner, AXA Equitable will refund any Premium received by AXA
Equitable on account of such Application or Contract, less any loans and accrued
loan interest, to the person designated in the Application as the Contract
owner. In states that permit a return of the Policy Account Value, AXA Equitable
will refund the Policy Account Value plus any monthly deductions plus any
charges deducted from premium less any loan and accrued loan interest on account
of such Application or Contract to the person designated in the Application as
the Contract owner.
4. Exhibit A of the Sales Agreement is modified and amended by adding
Schedule 5 as attached hereto to such Exhibit with respect to compensation on
Replacement Contracts.
5. Schedule 1 of Exhibit A of the Sales Agreement is modified and
amended by revising the compensation schedule on COLI '04 as more particularly
set forth on the restated Schedule I attached hereto to reduce the compensation
on first year premiums in excess of target from 10% to 8.5%
Except as modified and amended hereby, the Sales Agreement is in full force and
effect.
IN WITNESS WHEREOF, the parties hereto have caused this Fifth Amendment
to General Agent Sales Agreement to be duly executed and delivered as of the day
and year first above written.
AXA EQUITABLE LIFE INSURANCE COMPANY AXA NETWORK, LLC
AXA NETWORK OF CONNECTICUT,
By: _________________________ MAINE AND NEW YORK, LLC
Xxxxxxx X. Xxxxx AXA NETWORK OF PUERTO RICO, INC.
Vice Chairman and AXA NETWORK INSURANCE AGENCY
Chief Financial Officer OF TEXAS, INC.
By: ___________________________
Xxxxxx X. Xxxxx
President - Retail Division
EXHIBIT A
SCHEDULE 5
EFFECTIVE AS OF November 1, 2006
General Agent Compensation on Replacements
This Schedule 5 of Exhibit A is effective as of November 1, 2006 and is attached
to and made part of the General Agent Sales Agreement dated January 1, 2000 by
and between AXA Equitable Life Insurance Company and AXA Network, LLC.
Compensation to the General Agent in connection with the sale and
servicing of Replacement Contracts will be calculated on a policy by policy,
contract by contract and certificate by certificate basis as a percentage of the
premiums or consideration received by AXA Equitable in respect of such policy,
contract or certificate as more particularly set forth in the following table .
As used herein, "Replacement Value" with respect to life insurance means (a) if
a permanent product is replaced by another permanent product, the amount due and
payable to or for the benefit of the named insured under the terms of the policy
being replaced upon its lapse, surrender, conversion or exchange, as the case
may be, less any loans and accrued loan interest and (b) if a term product is
replaced by a term product, the amount of the first year premium paid under the
terms of the product being replaced. In calculating compensation, the
Replacement Value will be applied first to the Qualifying First Year Premiums up
to Target, then to the Excess Premiums, before any new money is applied .
"Replacement Value with respect to annuities means the amount transferred from
the replaced policy or contract to the new annuity contract.
Life Insurance Replacement
Policies
Qualifying First Year 25% up to the Replacement Value, Schedule 1
Premiums up on to Target compensation on new money.
Excess Premiums 3% up to the Replacement Value, Schedule 1
compensation on new money
Renewals Schedule 1 compensation
Individual Qualified and Non- 2.50% of first year and renewal consideration up to
Qualified Annuity Replacement Replacement Value, Schedule 2 or 3 compensation, as
Policies other than Seven Pay applicable, on new money.
SPIA (PHI Code 6551)
Momentum Solutions, Momentum 0% of first year and renewal year consideration up to the
Strategy and Momentum Select Replacement Value, Schedule 2 or 3 compensation, as
applicable, on new money.
EXHIBIT A
AMENDED AND RESTATED SCHEDULE 1
EFFECTIVE AS OF November 1, 2006
General Agent Compensation for Life Insurance Sales and Servicing
This Amended and Restated Schedule 1 of Exhibit A is effective as of November 1,
2006 and is attached to and made part of the General Agent Sales Agreement dated
January 1, 2000 by and between AXA Equitable Life Insurance Company and AXA
Network, LLC.
Compensation to the General Agent in connection with the sale and servicing of
life insurance policies will be calculated on a policy by policy basis.
Compensation paid hereunder will be allocated to commissions and expense
allowances as the parties may from time to time agree consistent with the
provisions of Section 4228 of the New York State Insurance Law. Total
compensation to the General Agent in respect of the sale and servicing of each
life insurance policy will be a percentage of the premiums received by Equitable
in respect of such policy as more particularly set forth in the following
tables:
Compensation on Variable Life Insurance Products other than COLI 04 and VUL (PHI Code: 6550)
Type of Premium Percentage
--------------- ----------
First Policy Year
Qualifying First Year Premiums up to Target 99.0%
Excess Premiums 8.5%
Renewals 11.0%
Compensation on COLI `04
Type of Premium Percentage
--------------- ----------
First Policy Year
Qualifying First Year Premiums up to Target 50.0%
Excess Premiums 8.5%
Renewals 11.0%
Exhibit A
Amended and Restated Schedule 1 (cont.)
Effective as of November 1, 2006
Compensation on VUL (PHI Code: 6550)
Type of Premium Percentage
--------------- ----------
First Policy Year
Qualifying First Year Premiums up to Target 40.0%
Excess Premiums 0.0%
Renewals 11.0%
Compensation on Non-Variable Life Insurance Products
Type of Premium Percentage
First Policy Year
Scheduled Premiums 99.0%
Qualifying First Year Premiums up to Target
Athena Universal Life 90.0%
Other non-variable life insurance products 99.0%
Excess Premiums 8.5%
Renewals - Policy Years 2-5 8.0%
Renewals - Years 6 et seq.
Athena Universal Life products 3.0%
Equitable Universal Life products 3.0%
Other non-variable life insurance products 8.0%
