Exhibit 8(b)(5)
AMENDMENT TO AGREEMENT
THIS AMENDMENT is made and entered into between ARIEL DISTRIBUTORS, INC., an
Illinois corporation ("Underwriter") and THE VARIABLE ANNUITY LIFE INSURANCE
COMPANY, a Texas corporation ("VALIC").
WHEREAS, the parties entered into an Administrative Services Agreement dated
November 1, 2000 (the "Agreement"), and wish to amend that Agreement; and
WHEREAS, the Agreement may only be amended pursuant to a written instrument;
NOW, THEREFORE, the parties agree that the first paragraph of Section 8 of
the Agreement shall be replaced with the following:
8. ADI shall pay VALIC a fee with respect to each Fund, on a quarterly
basis, equal to 35 basis points (0.35%) per annum of the average daily net
asset value of the Shares of such Fund that Are held on behalf of the Plans
in an Account for which VALIC is providing Services under this Agreement.
VALIC will calculate the Administrative Fees at the end of each calendar
quarter and invoice ADI. ADI will make payment to VALIC within 30 days after
receipt of the invoice unless ADI shall disagree as to the amount in writing
(which may be electronic). Each payment will be accompanied by a statement
showing the calculation of the Administrative Fees. As soon as practicable
after each September 30, VALIC will inform ADI of the number of participant
accounts invested in each of the Funds.
Quarterly Invoices should be sent to: Attn: Xxxxx Xxxxxx
Sunstone Financial Group, Inc.
000 Xxxx Xxxxxxxx Xxxxxx
Xxxxx X
Xxxxxxxxx, XX 00000
AND FURTHER, the parties agree that Schedule One of the Agreement shall be
replaced with the Schedule One attached to this Amendment;
IN WITNESS HEREOF, the parties hereto have executed and delivered this
Agreement as of January 1, 2002.
THE VARIABLE ANNUITY LIFE
INSURANCE COMPANY
By: /s/ XXXXXX X. XXXXXX
--------------------------
Authorized Signatory
Xxxxxx X. Xxxxxx
--------------------------
Print or Type Name
ARIEL DISTRIBUTORS, INC.
By: /s/ XXXXXXXXX X. XXXXXX
--------------------------
Authorized Signatory
Xxxxxxxxx X. Xxxxxx
--------------------------
Print or Type Name