AMENDMENT TO PARTICIPATION AGREEMENT

AMENDMENT TO

PARTICIPATION AGREEMENT

The Participation Agreement (“Agreement”), dated April 30, 2004, by and among AIM Variable Insurance Funds, a Delaware trust (“AVIF”), Invesco Distributors, Inc., a Delaware corporation (“INVESCO”), Midland National Life Insurance Company, an Iowa life insurance company (LIFE COMPANY”), and Xxxxxxx Securities Company, LLC, an affiliate of the LIFE COMPANY and principal underwriter of the Contracts (“UNDERWRITER) is hereby amended, effective June 30, 2014 (“Effective Date”), as follows:

WHEREAS, Each Party’s representations, warranties, and obligations under the Agreement with respect the LIFE COMPANY’s UNDERWRITER shall remain as they currently are, except that:

WHEREAS, effective June 30, 2014 Xxxxxxx Securities Company, LLC, the UNDERWRITER of the contract will change to Xxxxxxx Financial Network, LLC, an affiliate of the LIFE COMPANY, who will assume responsibility as the principal underwriter and distributor.

The Parties hereby agree to amend the Agreement as follows:

1. Xxxxxxx Financial Network, LLC hereby replaces Xxxxxxx Securities Company, LLC.

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IN WITNESS WHEREOF, the Parties have caused their duly authorized representatives to execute this Agreement as of the date set forth above.

AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS)						INVESCO DISTRIBUTORS, INC.
By:		/s/ Xxxx X. Xxxx Xxxx X. Xxxx				By:		/s/ Xxxxx X. Xxxxx Xxxxx X. Xxxxx
Its: Senior Vice President						Its: Vice President
MIDLAND NATIONAL LIFE INSURANCE COMPANY						XXXXXXX FINANCIAL NETWORK, LLC
By:		/s/ Xxxxxxx X. Xxxx Xxxxxxx X. Xxxx				By:		/s/ Xxxxxxx X. Xxxx Xxxxxxx X. Xxxx
Its: President, SRS						Its: Chief Executive Officer & President

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