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EXHIBIT 10.2
AMENDMENT TO
MARKETING AGREEMENT
THIS AMENDMENT TO THE MARKETING AGREEMENT is entered into this 22nd day of May,
2000, and effective as indicated herein, by and between TRANSAMERICA LIFE
INSURANCE AND ANNUITY COMPANY, hereinafter referred to as "Transamerica," a
North Carolina corporation, and LEGACY MARKETING GROUP, hereinafter referred to
as "LMG," a California corporation.
WHEREAS, Transamerica and LMG entered into a Marketing Agreement, dated May 29,
1998, hereinafter referred to as the "Agreement," wherein Transamerica and LMG
agreed to jointly develop proprietary annuity products, wherein LMG would market
such products on behalf of Transamerica, utilizing its nationwide distribution
channels of duly licensed and appointed Producers in consideration of the fees
as set forth in APPENDIX B of the Agreement.
NOW, THEREFORE, in consideration of the foregoing recitals and mutual promises
hereinafter contained and other good and valuable consideration, the parties
hereto do agree as follows:
Effective as of May 29, 1998:
1. APPENDIX A, "Policy Forms," is hereby amended to include the product names
associated therewith as follows:
"Product Name Group Master Policy # Policy #
------------- --------------------- --------
SelectMark 5 50/50 T-GTMY0298-5-50/50 T-PTMY0298-5-50/50
SelectMark 5 75/25 T-GTMY0298-5-75/25 T-PTMY0298-5-75/25
SelectMark 10 50/50 T-GTMY0298-10-50/50 T-PTMY0298-10-50/50
SelectMark 10 75/25 T-GTMY0298-10-75/25 T-PTMY0298-10-75/25"
2. APPENDIX B, "Commission," is hereby amended to read as follows:
"COMMISSION
Base Commission
SelectMarkSM 5 Product: {5 Year Surrender Charge Schedule}
Transamerica will pay LMG on the last business day of the week o of all
premiums received by LMG during that week for the SelectMarkSM 5 Product.
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SelectMarkSM 10 Product: {10 Year Surrender Charge Schedule}
Transamerica will pay LMG on the last business day of the week o of all
premiums received by LMG during that week for the SelectMarkSM 10 Product.
Additional premiums will be subject to the same commission percentages as
the initial premium.
If the issue age is greater than 84 as defined in the Death Benefit
Proceeds provision of the Policies referenced in APPENDIX A, the
aforementioned base commissions are reduced by o. A monthly trail base
commission of o multiplied by the aforementioned, product specific base
commission percentage divided by 12 of the Annuity Cash Value is paid,
beginning in policy year 2.
Override Commission
In addition to the base commissions specified above, Transamerica shall pay
to LMG an Override Commission for each of the aforementioned SelectMarkSM
products on the last business day of the week, of o of all premiums
received by LMG during that week.
The above referenced Override Commission percentage includes o which is
paid back to the carrier at the end of each fiscal year [fiscal year begins
with the first month that any premium received by LMG, i.e., August -July]
for the Policies referenced in APPENDIX A for the first $100 million of
premium paid, net of free looks. LMG will retain the o on all premiums
received in excess of $100 million in each fiscal year. Such year ends the
last day of the calendar month immediately preceding the month the first
premium paid is received (July 31st).
Such Override Commission will be part of the total weekly commission
process and will be paid by Transamerica to LMG by authorizing LMG to write
a check to itself against the Transamerica Disbursement account for the
total weekly commission amount."
Effective as of February 9, 1999:
1. Add to Appendix A, "Policy Forms," as follows:
"Product Name Group Master Policy # Policy #
------------- --------------------- --------
SelectMark 10 Special Edition T-GTMY0298-10-50/50* T-PTMY0298-10-50/50*
*Effective February 9, 1999, the SelectMark 10 Special Edition replaced the
SelectMark 10 50/50 for the referenced policy forms."
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2. Add to APPENDIX B, "Commissions," as follows:
"SelectMarkSM 10 Special Edition Product: {10 Year Surrender Charge
Schedule} Transamerica will pay LMG on the last business day of the week o
of all premiums received by LMG during that week for the SelectMarkSM 10
Special Edition."
Effective as of October 18, 1999:
1. Add to Appendix A, "Policy Forms," as follows:
"Product Name Group Master Policy #Policy #
------------- ------------------- ---------
SelectMark 7 Special Edition T-GMY0799-7-100 T-PMY0799-7-100
SelectMark 7 75/25 T-GMY0799-7-75/25 T-PMY0799-7-75/25
SelectMark 7 50/50 T-GMY0799-7-50/50 T-PMY0799-7-50/50
Beneficiary Rider X-XXX-0000 X-XXX-0000"
2. Add to APPENDIX B, "Commissions," as follows:
"COMMISSION
Base Commission
SelectMarkSM 7 Product: {7 Year Surrender Charge Schedule}
Transamerica will pay LMG on the last business day of the week o of all
premiums received by LMG during that week for the SelectMarkSM 7 Product.
Transamerica will pay LMG on the last business day of the week o of all
premiums received by LMG during that week for the SelectMarkSM 7 Special
Edition Product.
Transamerica will pay LMG on the last business day of the week an
additional o of all premiums received by LMG during that week for the
SelectMarkSM 10 Special Edition Product for applications received between
October 18, 1999 and December 31, 2000.
In the event that LMG receives a SelectMarkSM 10 Special Edition
application prior to June 30, 2000, and associated premiums are received
thereafter, LMG shall be entitled to collect the additional o commission.
Additional premiums will be subject to the same commission percentages as
the initial premium; with the exception of any additional deposits to an
existing SelectMarkSM 10 Special Edition product between October 18, 1999
and December 31, 2000, for which LMG shall be entitled to the o commission
rate.
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LMG may calculate this monthly trail commission for the SelectMarkSM 10
Special Edition, for premiums received between October 18, 1999 and
December 31, 2000, by employing the figure of "o" as opposed to "o." LMG
will collect any additional funds owed to it from this calculation
utilizing the actual o (as provided above) by submitting a written invoice
to Transamerica for such fees on a monthly basis.
Override Commission
In addition to the commissions specified above, Transamerica shall pay to
LMG an Override Commission for each of the aforementioned SelectMarkSM
products on the last business day of the week o of all premiums received by
LMG during that week.
The above referenced Override Commission percentage includes o which is
paid back to the carrier at the end of each fiscal year [fiscal year begins
with the first month that any premium received by LMG, i.e., August -July]
for the Policies referenced in APPENDIX A for the first $100 million of
premium paid, net of free looks. LMG will retain the o on all premiums
received in excess of $100 million in each fiscal year. Such year ends the
last day of the calendar month immediately preceding the month the first
premium paid is received (July 31st).
Such commission will be part of the weekly commission process and will be
paid by Transamerica to LMG by authorizing LMG to write a check to itself
against the Transamerica Disbursement account for the total weekly
commission amount."
3. All other provisions in the Agreement not specifically amended above remain
in effect and unchanged.
IN WITNESS HEREOF, the parties have hereto executed this Agreement.
LEGACY MARKETING GROUP TRANSAMERICA LIFE INSURANCE
AND ANNUITY COMPANY
By: /s/ R. Xxxxxxx Xxxxx By: /s/ Xxxx Xxxx
Title: President Title: Chief Marketing Officer
Date: May 22, 2000 Date: July 11, 2000
Witness: /s/ Xxxx Xxxxxxxxx Witness: /s/ Xxxxx Xxxxx
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