EXHIBIT 26(H)(2)(X)
AMENDMENT NUMBER EIGHT TO THE
FUND PARTICIPATION AGREEMENT
(SERVICE SHARES)
This Amendment to the Fund Participation Agreement (the "Agreement") dated
June 21, 2000, as amended, between Janus Aspen Series, an open-end management
investment company organized as a Delaware statutory trust (the "Trust"), Janus
Distributors LLC (the "Distributor"), a registered broker-dealer under the
Securities Exchange Act of 1934 and member of the Financial Industry Regulatory
Authority, and a Delaware limited liability company, and Minnesota Life
Insurance Company, a Minnesota life insurance company (the "Company") is
effective as of November 20, 2012.
AMENDMENT
For good and valuable consideration, the receipt of which is hereby
acknowledged, the parties agree to amend the Agreement as follows:
1. Schedule A of the Agreement shall be deleted and replaced with the
attached Schedule A.
2. Schedule B attached hereto shall be added to the Agreement.
3. The following shall be added to the end of Article I of the Agreement:
"1.11(a) All orders accepted by the Company shall be subject to the
terms of the then current prospectus of each Portfolio, including without
limitation, policies regarding minimum account sizes, market timing and
excessive trading. The Company shall use its commercially reasonable best
efforts, and shall reasonably cooperate with, the Trust to enforce stated
prospectus policies regarding transactions in Shares, particularly those
related to market timing. The Company acknowledges that orders accepted by it
in violation of the Trust's stated policies may be subsequently revoked or
cancelled by the Trust and that the Trust shall not be responsible for any
losses incurred by the Company or Contract or Account as a result of such
cancellation. The Trust or its agent shall notify the Company of such
cancellation prior to 12:00 p.m. Eastern Time on the next following Business
Day after any such cancellation.
(b) In addition, the Company acknowledges that the Trust has the
right to refuse any purchase order for any reason, particularly if the Trust
determines that a Portfolio would be unable to invest the money effectively in
accordance with its investment policies or would otherwise be adversely
affected due to the size of the transaction, frequency of trading by the
account or other factors.
1.12 The Company certifies that it is following all relevant rules and
regulations, as well as internal policies and procedures, regarding "forward
pricing" and the
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handling of mutual fund orders on a timely basis. As evidence of its
compliance, the Company shall at its discretion:
(a) provide the Trust with the results of a Statement on Standards
for Attestation Engagements (SSAE-16) review or similar report of independent
auditors upon request; or
(b) provide, upon reasonable request, certification to the Trust that
it is following all relevant rules, regulations, and internal policies and
procedures regarding "forward pricing" and the handling of mutual fund orders
on a timely basis."
4. The following shall be added to the end of Article III:
"3.14 The Company is, and shall carry out its activities under this
Agreement, in compliance with all applicable anti-money laundering laws, rules
and regulations including, but not limited to, the U.S.A. PATRIOT Act of 2001,
P.L. 107-56. The Company further represents that it has policies and procedures
in place to detect money laundering and terrorist financing, including the
reporting of suspicious activity.
3.15 The Company is a "financial intermediary" as defined by Rule 22c-2
of the 1940 Act (the "Rule"), and has entered into an appropriate agreement
with the Trust or one of its affiliates pursuant to the requirements of The
Rule."
5. Article VII of the Agreement shall be revised as follows:
"If to the Trust:
Janus Aspen Series
000 Xxxxxxx Xxxxxx
Xxxxxx, XX 00000
Attn: Chief Legal Counsel
If to the Company:
Minnesota Life Insurance Company
000 Xxxxxx Xxxxxx
Xx. Xxxx, XX 00000
Attn: General Counsel
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6. All other terms of the Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have caused their duly authorized officers to
execute this Amendment as of the date and year first above written.
MINNESOTA LIFE
INSURANCE COMPANY JANUS ASPEN SERIES
By: /s/ Xxxxx X. Xxxx By: /s/ Xxxxxxxxx Xxxxxxxxxx
-------------------------- --------------------------------
Name: Xxxxx X. Xxxx Name: Xxxxxxxxx Xxxxxxxxxx
Title: Executive Vice President Title: Vice President
JANUS DISTRIBUTORS LLC
By: /s/ Xxxxxxx X. Xxxxxxx
--------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: Senior Vice President
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Schedule A
Separate Accounts and Associated Contracts
(As amended September 1, 2012)
NAME OF SEPARATE ACCOUNT AND CONTRACTS FUNDED BY
DATE OF INCEPTION SEPARATE ACCOUNT POLICY FORM #
VARIABLE ANNUITY ACCOUNT MultiOption Flexible Annuity 84-9091,
(Established September 10,
1984) 92-9283,
MHC 92-9283
MultiOption Single Annuity 84-9092,
84-9093,
92-9284,
MCH 92-9284
MultiOption Select Annuity MHC 94-9307
MultiOption Classic Annuity 99-70016
MultiOption Achiever Annuity 99-70017
MegAnnuity 87-9154
MultiOption Advisor Annuity 02-70067
MultiOption Legend Annuity 06-70139
MultiOption Extra Annuity 06-70147
MultiOption Guide Annuity ICC 12-70237
MINNESOTA LIFE VARIABLE Variable Group Universal Life
UNIVERSAL LIFE ACCOUNT Insurance 94-18660
(Established August 8, 1994)
Minnesota Life Variable Life
Account Variable Adjustable Life MHC 98-670
(Established October 21, 1985) Variable Adjustable Life - Second
Death MHC 98-690
Variable Adjustable Life (Horizon) 99-680
Variable Adjustable Life Summit 03-640
Variable Adjustable Life Survivor 04-690
A-1
Schedule B
List of Portfolios
Name of Portfolio
All Portfolios of Service Shares of Janus Aspen Series open to new investors
(as set forth in the current prospectus of Janus Aspen Series), except the
Protected Series Portfolios.
B-1
