Amendment No. 7 to Participation Agreement Franklin Templeton Variable Insurance Products Trust Franklin/Templeton Distributors, Inc. Protective Life Insurance Company Investment Distributors, Inc.
Amendment No. 7 to Participation Agreement
Franklin Xxxxxxxxx Variable Insurance Products Trust
Franklin/Xxxxxxxxx Distributors, Inc.
Protective Life Insurance Company
Investment Distributors, Inc.
Franklin Xxxxxxxxx Variable Insurance Products Trust (the “Trust”), Franklin/Xxxxxxxxx Distributors, Inc. (the “Underwriter,” and together with the Trust, “we” or “us”), Protective Life Insurance Company (“you”), Investment Distributors, Inc. and Investors Brokerage Services, Inc., your distributors, on your behalf and on behalf of certain Accounts, have previously entered into a Participation Agreement dated January 1, 2004 and subsequently amended May 1, 2006, September 29, 2006, May 1, 2007, November 1, 2007, November 2, 2009 and August 16, 2010 (the “Agreement”). The parties now desire to amend the Agreement by this amendment (the “Amendment”).
Except as modified hereby, all other terms and conditions of the Agreement shall remain in full force and effect. Unless otherwise indicated, the terms defined in the Agreement shall have the same meaning in this Amendment.
A M E N D M E N T
For good and valuable consideration, the receipt of which is hereby acknowledged, the parties agree to amend the Agreement as follows:
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1.
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Investor Brokerage Services, Inc. has been dissolved and Investment Distributors, Inc. has assumed the obligations of Investor Brokerage Services, Inc. Accordingly, Investor Brokerage Services, Inc. is no longer a party to the agreement.
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2.
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Schedules B and C of the Agreement are deleted and replaced in their entirety with the Schedules B and C attached hereto, respectively.
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3.
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All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
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IN WITNESS WHEREOF, each of the parties has caused its duly authorized officers to execute this Amendment effective as of July 1, 2012.
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The Trust:
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Franklin Xxxxxxxxx Variable Insurance Products Trust
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Only on behalf of
each Portfolio listed
on Schedule C of
the Agreement. By:
Name: Xxxxx X. Xxxxxxxx
Title: Vice President
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The Underwriter:
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Franklin/Xxxxxxxxx Distributors, Inc.
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By:
Name: Xxxxxx X. Xxxxxx
Title: Executive Vice President
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The Company:
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Protective Life Insurance Company
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| By:____________________ |
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Name: Xxxxxxx Xxxxxxx
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Title: Executive Vice President and Chief Operating Officer
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The Distributor of the Company:
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Investment Distributors, Inc.
By:
Name: Xxxxx X. Xxxxxxxx
Title: President
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Schedule B
Accounts of the Company
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Name of Account
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SEC Registration
Yes/No
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Separate Account VL
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Yes
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First Variable Annuity Fund E
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Yes
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Protective Variable Annuity Separate Account
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Yes
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Protective Variable Life Separate Account
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Yes
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Protective Acquired Variable Annuity Separate Account
(formerly Chase Variable Annuity Separate Account)
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Yes
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Titanium Annuity Variable Account
(formerly United Investors Life Ins. Co. Account)
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Yes
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(formerly United Investors Life Ins. Co. Account)
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Yes
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Schedule C
Available Portfolios and Classes of Shares of the Trust
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1.
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Franklin Flex Cap Growth Securities Fund – Class 2
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2.
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Franklin Global Real Estate Securities Fund- Class 2
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3.
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Franklin Income Securities Fund – Class 2
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4.
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Franklin Large Cap Value Securities Fund- Class 2
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5.
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Franklin Rising Dividends Securities Fund – Class 2
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6.
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Franklin Small Cap Value Securities Fund – Class 2
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7.
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Franklin Small-Mid Cap Growth Securities Fund – Class 2
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8.
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Franklin U.S. Government Fund – Class 2
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9.
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Mutual Shares Securities Fund – Class 2
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10.
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Xxxxxxxxx Developing Markets Securities Fund – Class 2
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11.
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Xxxxxxxxx Foreign Securities Fund - Class 2
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12.
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Xxxxxxxxx Global Bond Securities Fund – Class 2
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13.
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Xxxxxxxxx Growth Securities Fund - Class 2
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In addition to portfolios and classes of shares listed above, any additional Portfolios and classes of shares other than Class 3 shares are included in this Schedule C listing provided that:
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(1)
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the General Counsel of Franklin Xxxxxxxxx Investments receives from a person authorized by you a written notice in the form attached (which may be electronic mail or sent by electronic mail) (“Notice”) identifying this Agreement as provided in the Notice and specifying: (i) the names and classes of shares of additional Portfolios that you propose to offer as investment options of the Separate Accounts under the Contracts; and (ii) the date that you propose to begin offering Separate Account interests investing in the additional Portfolios under the Contracts; and
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(2)
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we do not within ten (10) Business Days following receipt of the Notice send you a writing (which may be electronic mail) objecting to your offering such Separate Accounts investing in the additional Portfolios and classes of shares under the Contracts.
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Provided that we do not object as provided above, your Notice shall amend, supplement and become a part of this Schedule C and the Agreement.
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Form of Notice Pursuant to Schedule C of Participation Agreement
To: General Counsel c/o
Xxxxx Xxx (Xxxx@xxx.xxx;) or Xxxxx Xxxxxxxx (xxxxxxx@xxx.xxx)
Fax: 000 000-0000
Franklin Xxxxxxxxx Investments
0 Xxxxxxxx Xxxxxxx,
Xxxx. 000, 0xx Xxxxx
Xxx Xxxxx, XX 00000
With respect to the following agreement(s) (collectively, the “Agreement”)
(please reproduce and complete table for multiple agreements):
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Date of Participation Agreement:
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Insurance Company(ies):
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Insurance Company Distributor(s):
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As provided by Schedule C of the Agreement, this Notice proposes to Franklin Xxxxxxxxx Variable Insurance Products Trust, and Franklin/Xxxxxxxxx Distributors, Inc. the addition as of the offering date(s) listed below of the following Portfolios as additional investment options listed on Schedule C:
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Names and Classes of Shares of Additional Portfolios
Listing of current classes for your reference:
Class 1 (no 12b-1 fee);
Class 2 (12b-1 fee of 25 bps); or
Class 4 (12b-1 fee of 35 bps).
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Offering Date(s)
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Name and title of authorized person of insurance company:
Contact Information:
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