EXHIBIT h(14)(g)
AMENDMENT NO. 6
PARTICIPATION AGREEMENT
The Participation Agreement (the "Agreement"), dated December 18, 1996, as
amended, by and among AIM Variable Insurance Funds, a Delaware trust, A I M
Distributors, Inc. ("AIM"), a Delaware corporation, and Xxxxxxx Xxxxx Life
Insurance Company ("MLLIC"), an Arkansas life insurance company, is hereby
amended as follows:
The following is added under: "SECTION 2 PROCESSING TRANSACTIONS" before
SECTION 2.1(A):
The Parties agree to communicate, process and settle purchase
and redemption transactions for Shares (collectively, "Share
transactions") via the Fund/SERV and Networking systems of the National
Securities Clearing Corporation (hereinafter, "NSCC"). Xxxxxxx Xxxxx
Xxxxxx Xxxxxx & Xxxxx ("MLPFS") on behalf of MLLIC and AIM each
represents and warrants that it: (a) is a participant in NSCC, (b) has
met and will continue to meet all of the requirements to participate in
Fund/SERV and Networking, and (c) intends to remain at all times in
compliance with the then current rules and procedures of NSCC, all to
the extent necessary or appropriate to facilitate such communications,
processing, and settlement of Share transactions. AIM agrees to provide
MLLIC with account positions and activity data relating to Share
transactions via Networking. MLLIC shall pay for Shares by the
scheduled close of federal funds transmissions on the same Business Day
on which it places an order to purchase Shares in accordance with this
section. Payment shall be in federal funds transmitted by wire from the
Settling Bank (on behalf of MLLIC) to the NSCC.
For purposes of this Agreement, "Fund/SERV" shall mean NSCC's
system for automated, centralized processing of mutual fund purchase
and redemption orders, settlement, and account registration;
"Networking" shall mean NSCC's (Level Zero) system that allows mutual
funds and life insurance companies to exchange account level
information electronically; and "Settling Bank" shall mean the entity
appointed by AVIF to perform such settlement services on behalf of
AVIF, which agrees to abide by NSCC's then current rules and procedures
insofar as they relate to same day funds settlement. In all cases,
processing and settlement of Share transactions shall be done in a
manner consistent with applicable law.
In the event that any Party is prohibited from communicating,
processing or settling Share transactions via Fund/SERV or Networking,
such Party shall notify the other Parties. After all Parties have been
notified, the provisions of paragraphs (b) and (c) of this Section 2.1
shall apply.
All other terms and provisions of the Agreement not amended herein shall
remain in full force and effect.
Effective as of Date: September 10, 2002
AIM VARIABLE INSURANCE FUNDS
Attest: /s/ Xxx Xxxxxxxx By: /s/ Xxxxx X. Xxxxxxx
----------------------------- -----------------------------
Assistant Secretary Senior Vice President
(SEAL)
A I M DISTRIBUTORS, INC.
Attest: /s/ Xxx Xxxxxxxx By: /s/ Xxxxxxx X. Xxxx
----------------------------- -----------------------------
Assistant Secretary President
(SEAL)
ML LIFE INSURANCE COMPANY OF
NEW YORK
Attest: /s/ Illegible By: /s/ Illegible
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Assistant Secretary President
(SEAL)
