Exhibit (8)(f)
AGREEMENT WITH RESPECT TO
TRADEMARK AND FUND NAMES
(a) A I M Management Group Inc. ("AIM" or "licensor"), an
affiliate of AIM Variable Insurance Funds, Inc. ("AVIF") and A I M Distributors,
Inc. ("AIM"), owns all right, title and interest in and to the name, trademark
and service mark "AIM" and such other tradenames, trademarks and service marks
as may be set forth on Schedule A (the "AIM licensed marks" or the "licensor's
licensed marks"), as amended from time to time by written notice from AIM to
Security Equity Life Insurance Company ("Life Company") and is authorized to use
and to license other persons to use such marks. Life Company and its affiliates
are hereby granted a non-exclusive license to use the AIM licensed marks in
connection with Life Company's performance of the services contemplated under
the Participation Agreement among AVIF, AIM, Life Company and Cova Life Sales
Company (the "Participation Agreement") subject to the terms and conditions set
forth in this Agreement.
(b) The grant of license to Life Company and its affiliates (the
"licensee") shall terminate automatically upon termination of the Participation
Agreement pursuant to Section 6.1 thereof. Upon automatic termination, the
licensee shall cease to use the licensor's licensed marks, except that Life
Company shall have the right to continue to service any outstanding Contracts
bearing any of the AIM licensed marks. Upon AIM's elective termination of this
license, Life Company and its affiliates shall immediately cease to issue any
new annuity or life insurance contracts bearing any of the AIM licensed marks
and shall likewise cease any activity which suggests that it has any right under
any of the AIM licensed marks or that it has any association with AIM, except
that Life Company shall have the right to continue to service outstanding
Contracts bearing any of the AIM licensed marks.
(c) The licensee shall obtain the prior written approval of the
licensor or AVIF for the public release by such licensee of any materials
bearing the licensor's licensed marks. Such approvals shall not be unreasonably
withheld.
(d) During the term of this grant of license, a licensor may
request that a licensee submit samples of any materials bearing any of the
licensor's licensed marks which were previously approved by the licensor but,
due to changed circumstances, the licensor may wish to reconsider. If, on
reconsideration, or on initial review, respectively, any such samples fail to
meet with the written approval of the licensor, then the licensee shall
immediately cease distributing such disapproved materials. The licensor's
approval shall not be unreasonably withheld, and the licensor, when requesting
reconsideration of a prior approval, shall assume the reasonable expenses of
withdrawing and replacing such disapproved materials. The licensee shall obtain
the prior written approval of the licensor for the use of any new materials
developed to replace the disapproved materials, in the manner set forth above.
(e) The licensee hereunder: (i) acknowledges and stipulates that,
to the best of the knowledge of the licensee, the licensor's licensed marks are
valid and enforceable trademarks and/or service marks and that such licensee
does not own the licensor's licensed marks and claims no rights therein other
than as a licensee under this Agreement; (ii) agrees never to
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contend otherwise in legal proceedings or in other circumstances; and (iii)
acknowledges and agrees that the use of the licensor's licensed marks pursuant
to this grant of license shall inure to the benefit of the licensor.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be
executed in their names and on their behalf by and through their duly authorized
officers signing below.
A I M MANAGEMENT GROUP INC.
Attest: /s/ Xxxxx X. Xxxxxx By: /s/ Xxxxxx X. Xxxxxx
---------------------- ---------------------------
Name: Xxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx
Title: Assistant Secretary Title: President
AIM VARIABLE INSURANCE FUNDS, INC.
Attest: /s/ Xxxxx X. Xxxxxx By: /s/ Xxxxxx X. Xxxxxx
---------------------- ---------------------------
Name: Xxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx
Title: Assistant Secretary Title: President
SECURITY EQUITY LIFE INSURANCE
COMPANY
Attest: /s/ Xxxxxxxxxxx X. Xxxxxx By: /s/ Xxxxx X. Xxxxxx
--------------------------- -------------------------------
Name: Xxxxxxxxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx
Title: Secretary Title: Treasurer
COVA LIFE SALES COMPANY
Attest: /s/ Xxxxx X. Xxxxxxx By: /s/ Xxxxxxxx X. Xxxxx
----------------------------- -------------------------------
Name: Xxxxx X. Xxxxxxx Name: Xxxxxxxx X. Xxxxx
Title: Vice President Title: President
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SCHEDULE A
AIM VARIABLE INSURANCE FUNDS, INC.
AIM V.I. Capital Appreciation Fund
AIM V.I. Diversified Income Fund
AIM V.I. Global Growth and Income Fund
AIM V.I. Government Securities Fund
AIM V.I. International Equity Fund
AIM V.I. Money Market Fund
AIM V.I. Telecommunications
AIM and Design
[AIM LOGO]
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