Exhibit 3b
American
Funds American Funds Distributors
Distributors/SM/ ----------------------------------------------------------
000 Xxxxx Xxxx Xxxxxx . Xxx Xxxxxxx, Xxxxxxxxxx 00000
Telephone 800/000-0000, ext. 11
AMERICAN LEGACY III--SEPARATE ACCOUNT H
OF LINCOLN LIFE & ANNUITY COMPANY OF NEW YORK
SELLING GROUP AGREEMENT
Gentlemen:
We have entered into a Principal Underwriting Agreement with Lincoln Life &
Annuity Company of New York ("LNY") and Separate Account H of Lincoln Life under
which we are appointed to form a selling group of duly registered and licensed
brokers or dealers to distribute Individual Variable Annuity Contracts (the
"Contracts") issued by ("LNY") through Separate Account H. The Contracts are
considered securities under the Securities Act of 1933. This Agreement is
subject to all provisions of the Principal Underwriting Agreement among the
parties mentioned above. This Agreement on your part runs to us and to LNY and
Separate Account H and is for the benefit of and enforceable by each party. The
terms "you" and "your" as used herein refer to the firm actually signing this
Agreement as well as the signing firm's insurance agency subsidiaries, if any.
You are authorized to offer and sell the Contracts subject to the following
conditions:
1. You represent that you are a properly registered and licensed broker
or dealer under applicable federal and state securities laws and regulations and
a member in good standing of the National Association of Securities Dealers
("NASD") and agree to notify us immediately if you cease to be so registered or
licensed or a member in good standing of the NASD. (The provisions of the
preceding sentence do not apply to a broker or dealer located in a foreign
country and doing business outside the jurisdiction of the United States.)
2. You agree to abide by all rules and regulations of the NASD, including
its Conduct Rules, and to comply with all applicable federal and state laws,
rules and regulations (all of which shall control and override any provision
to the contrary in this Agreement).
You are responsible for such supervision of your registered representatives
and other associated persons which will enable you to ensure that your
registered representatives and associated persons are in compliance with
applicable securities laws, rules, regulations and statements of policy
promulgated thereunder.
Your authority under this Agreement extends only to the Contracts described
herein.
3. You represent that you will not sell any Contracts until you are a
properly licensed insurance agent duly appointed by LNY.
4. You will distribute the Contracts only in those jurisdictions in which
the Contracts are registered or qualified for sale and only through your duly
licensed registered representatives (in accordance with the rules of the NASD)
who are fully licensed with LNY to sell the Contracts in the applicable
jurisdictions (in accordance with the insurance regulations and laws of such
jurisdictions).
5. All applications and initial and subsequent payments under the
Contracts collected by you will be remitted promptly by you to LNY at such
address as LNY may from time to time designate.
6. You agree to indemnify and hold LNY harmless from any liabilities (and
reasonable attorney fees and court costs) that may result from your actions or
omissions or those of your registered representatives and other associated
persons.
1
7. All applications are subject to acceptance or rejection by LNY at its
sole discretion. LNY will make payment of commissions directly to you with
respect to the sale of the Contracts according to the schedule set forth below
except that no commissions will be paid on Contracts that are not initially
subject to the contingent deferred sales charge. Any commission paid on a
Contract that is cancelled under the Contract's review provisions will be repaid
to LNY or charged against your account.
American Legacy III
Variable Annuity
The standard commission schedule pays to dealers 4.75% of each purchase
payment and a 0.25% annual service fee (on all contract purchase payments
beginning in the second contract year which increases to 0.40% after 84
months). The additional following choices are also available:
Schedule (1) 6.00% of each purchase payment, 0.25% annual service fee
after 84 months
Schedule (2) 5.10% of each purchase payment, 0.25% annual service fee
Schedule (3) 0.75% of each purchase payment, 0.75% annual continuing
commission, 0.25% annual service fee
AFD will give up a portion of its remuneration in order to provide an extra
sales volume allowance of 0.25% of Purchase Payments to be paid to dealers
maintaining a sales volume of at least $7,500,000 in each calendar year.
LNY, upon notification from AFD, will deduct enough from AFD's remuneration
to pay this additional allowance to that dealer on all sales for that
calendar year. Payments will be made to qualifying dealers every quarter
after notification from AFD is received by LNY. The above options do not
affect the 0.25% sales volume allowance paid to dealers maintaining a sales
volume of at least $7,500,000 in the American Legacy III variable annuity
in each calendar year.
Commission options can be chosen on a contract by contract basis by the
individual registered representative. Once a commission option is chosen
for a contract, it may not be changed. The commission option chosen must be
indicated on the application. If no selection is made, the default will be
our standard commission schedule.
Service fees for schedule (1) will be paid to dealers on the value of all
contract purchase payments beginning in the eighth contract year. The
service fee will be paid at the end of each calendar quarter on the quarter
ending account value less purchase payments made in the previous 84 months.
Service fees for schedules (2) and (3) and the schedule (3) continuing
commissions will be paid to dealers on the value of all contract purchase
payments beginning in the second contract year. These service fees and
continuing commissions will be paid at the end of each calendar quarter on
the quarter ending account value less purchase payments made in the
previous 15 months. Service fees and continuing commissions will continue
to be paid on a particular contract until the contract is surrendered or
annuity benefits begin to be paid under an annuity option.
Service fee payments are subject to the continuation of the plan of
distribution adopted by American Variable Insurance Series, which serves as
the investment vehicle for American Legacy III, and such service fee
payments may be varied or discontinued at any time.
Additional Deposits Made At or After Age 81 and Before Age 86 to Contracts
--------------------------------------------------------------------------
Issued Before Age 81.
---------------------
If the contract is issued to an owner under age 81, any deposit
received at or after the owner attains age 81 and before the owner attains
age 86 will receive the same annual service fee and same annual continuing
commission according to the commission schedule selected, but a different
commission on additional purchase payments. The commission will depend on
the original schedule chosen.
If the standard schedule was chosen, then a commission of 2.25%
of each purchase payment will be paid on purchase payments made at or after
age 81 and before age 86.
If schedule (1) had been chosen, the commission is 3.00% of each
purchase payment made at or after age 81 and before age 86.
If schedule (2) had been chosen, the commission is 2.25% of each
purchase payment made at or after age 81 and before age 86.
If schedule (3) had been chosen, the commission is 0.65% of each
purchase payment made at or after age 81 and before age 86.
The service fee and continuing commission will be paid at the end
of each calendar quarter on the quarter ending account value less purchase
payments made in the previous 84 months for schedule (1) and 15 months for
schedules (2) and (3).
Newly-Established Contracts with Owner Issue Age At or After Age 81 and
-----------------------------------------------------------------------
Before Age 86.
--------------
All purchase payments made to contracts with owner issue age at
or after age 81 and before age 86 will receive one of the following
commission schedules. In addition to the standard commission schedule
(which pays 2.25% of each purchase payment made at or after age 81 and
before age 86 plus a continuing 0.25% annual service fee), the following
choices are available:
(1) 3.00% of each purchase payment, 0.25% annual service fee
after 84 months
(2) 2.25% of each purchase payment, 0.25% annual service fee
(3) 0.65% of each purchase payment, 0.65% annual continuing
commission, 0.25% annual service fee.
The service fee and continuing commission will be paid at the end of each
calendar quarter on the quarter ending account value less purchase payments
made in the previous 84 months for schedule (1) and 15 months for schedules
(2) and (3).
Additional Deposits Made At or After Age 86 to Contracts Issued Before
----------------------------------------------------------------------
Age 86
------
If the contract is issued to an owner under age 86, any deposit
received at or after the owner attains age 86 will receive the same annual
service fee and the same annual continuing commission according to the
commission schedule selected, but a different commission on additional
purchase payments. The commission will depend on the original schedule
chosen.
If the standard schedule was chosen, then a commission of 1.60%
of each purchase payment will be paid on purchase payments made at or after
age 86.
If schedule (1) had been chosen, the commission is 2.00% of each
purchase payment made at or after age 86.
If schedule (2) had been chosen, the commission is 1.60% of each
purchase payment made at or after age 86.
If schedule (3) had been chosen, no initial commission is paid on
additional purchase payments made at or after age 86. The schedule (3)
continuing commission and service fee will apply to these purchase
payments.
The service fee and continuing commission will be paid at the end
of each calendar quarter on the quarter ending account value less purchase
payments made in the previous 84 months for schedule (1) and 15 months for
schedules (2) and (3).
1. Annuitization
-------------
Upon annuitization of a Contract to which no surrender charges apply: (1) a
continuing commission of 0.80% annually will be paid to dealers on
statutory reserves for that portion of the Contract which has been
annuitized on a variable basis and which remains annuitized on a variable
basis (i.e. excluding any statutory reserves associated with post-
annuitization transfers from a variable payout status to fixed payout
status). This amount will be based on the calendar quarter end reserve
amount and paid to dealers each calendar quarter; and/or (2) a one time
commission of 3.00% will be paid to dealers on Contract value which has
been annuitized on a fixed basis.
8. We will use reasonable efforts to provide information and marketing
assistance to you, including providing you without charge reasonable
quantities of advertising materials, sales literature, reports, current
Prospectuses of the Contracts and of the underlying variable funding vehicle,
the American Variable Insurance Series.
9. In making all offers of the Contracts you will deliver the applicable
currently effective Prospectuses.
10. You are to offer and sell the Contracts only at the regular public
offering price currently determined by Separate Account H in the manner
described in the current Prospectus or Contract and will make no
representation not included in the Prospectus or Contract or in any authorized
supplemental material. This Agreement is in all respects subject to all
provisions of the current Prospectuses.
11. We will deliver and you will use only sales literature and advertising
material which conforms to the requirements of federal and state laws and
regulations and which have been authorized by LNY and us.
12. The signing of this Agreement does not obligate LNY to license any
particular registered representative as a salesman of Contracts. All licensing
matters under any applicable state insurance law shall be handled directly by
you and the registered representative involved, but LNY must be furnished all
required proof of state insurance licensing before commission payments may be
made.
13. You understand that with respect to American Funds Distributors, Inc.
you are acting in the capacity of an independent contractor.
2
14. Any party to this Agreement may cancel at any time upon written notice
to all other parties, effective upon receipt.
15. All communications to us should be sent to the above address. All
communications to Lincoln Life should be sent to their address, which is
listed below. Any notice to you shall be duly given if mailed or telegraphed
to you at the address specified by you below.
Three originals of this Agreement should be executed. Two of the originals
should be returned to us for our files. The Agreement shall be effective as of
the date of acceptance by you, but only upon receipt by us of the two
originals. This Agreement may be amended by notification from us and orders
received following such notification shall be deemed to be an acceptance of
such amendments. This Agreement shall be construed in accordance with the laws
of the State of California.
Very truly yours,
American Funds Distributors, Inc.
000 Xxxxx Xxxx Xxxxxx
Xxx Xxxxxxx, XX 00000
By:________________________________________
Lincoln Life & Annuity Company of New York
000 Xxxxxxx Xxxxxx, Xxxxx 0000
Xxxxxxxx, Xxx Xxxx 00000
By:________________________________________
Accepted:
-----------------------------------
Firm
By: _______________________________
Signature of Officer or Partner
-----------------------------------
Print Name of Officer or Partner
Address: __________________________
--------------------------
Date: _____________________________
3
