Exhibit 8.20
August 31, 2001
American Fidelity Assurance Company
0000 X. Xxxxxxx Xxxx., Xxxxx 000 Xxxx
Xxxxxxxx Xxxx, XX 00000-0000
Attention: Xxxxxxx Xxxxx
Re: AMT Service Agreement
Dear Xx. Xxxxx:
This letter sets forth the terms and conditions of the service agreement between
Xxxxxxxxx Xxxxxx Management Inc. ("NBMI") and American Fidelity Assurance
Company (the "Company"), effective as of the 10th day of July, 2001.
The Company, NBMI and Xxxxxxxxx Xxxxxx Advisers Management Trust (the "Trust")
have entered into a Fund Participation Agreement, dated the 10th day of April,
2001, as may be amended from time to time (the "Participation Agreement"),
pursuant to which the Company, on behalf of certain of its separate accounts
(the "Separate Accounts"), purchases shares ("Shares") of certain Portfolios of
the Trust ("Portfolios") to serve as an investment vehicle under certain
variable annuity and/or variable life insurance contracts ("Variable Contracts")
offered by the Company, which Portfolios may be one of several investment
options available under the Variable Contracts.
NBMI recognizes that in the course of soliciting applications for its Variable
Contracts and in servicing owners of the Variable Contracts, the Company and its
agents that are registered representatives of broker-dealers provided
information about the Trust and its Portfolios from time to time, answer
questions concerning the Trust and its Portfolios, including questions
respecting Variable Contract owners' interests in one or more Portfolios, and
provide services respecting investments in the Portfolios.
NBMI desires that the efforts of the Company and its agents in providing written
and oral information and service regarding the Trust to current and prospective
Variable Contract owners shall continue.
Accordingly, the following represents the collective intention and understanding
of the services agreement between NBMI and the Company.
The Company and/or its affiliates agree to provide services ("Services") to
current and prospective owners of Variable Contracts including, but not limited
to: teleservicing support in connection with the Portfolios; delivery and
responding to inquires respecting Trust prospectuses, reports, notices, proxies
and proxy statements and other information respecting the Portfolios (but not
including services paid for by the Trust such as printing and mailing);
facilitation of the tabulation of Variable Contract owners' votes in the event
of a meeting of Trust shareholders; maintenance of Variable Contract records
reflecting Shares purchased and redeemed and Share balances, and the conveyance
of that information to the Trust, its transfer agent, or NBMI as may be
reasonably requested; provision of support services including providing
information about the Trust and its Portfolios and answering questions
concerning the Trust and its Portfolios, including questions respecting Variable
Contract owners' interests in one or more Portfolios; provision and
administration of Variable Contract features for the benefit of Variable
Contract owners participating in the Trust including fund transfers, dollar cost
averaging, asset allocation, portfolio rebalancing, earnings sweep, and
pre-authorized deposits and withdrawals; and provisions of other services as may
be agreed upon from time to time.
In consideration of the Service, NBMI agrees to pay to the Company a service fee
at an annual rate equal to fifteen (15) basis points (0.15%) of the average
daily value of the Shares of the Portfolios (other than Balanced or Liquid Asset
Portfolio) held in the Separate Accounts listed on Schedule B to the
Participation Agreement. For purposes of computing the payment to the Company
under this paragraph, the average daily value of Shares held in Separate
Accounts over a monthly period shall be computed by totaling such Separate
Accounts' aggregate investment (Share net asset value multiplied by total number
of Shares held by such Separate Accounts) on each business day during the
calendar month, and dividing by the total number of business days during such
month. NBMI shall calculate the payment to the Company under this paragraph by
at the end of each calendar month and pay all fees to the Company within thirty
(30) business days after the last day of each month. NBMI shall send all
payments and statements for Company to the attention of:
Ms. Xxxxxxx Xxxxxxxx
American Fidelity Securities, Inc.
0000 X. Xxxxxxx Xxxxxxxxx, FMS 000 Xxxxx
Xxxxxxxx Xxxx, XX 00000-0000
With all payments being made payable to: American Fidelity Securities, Inc.
In lieu of requesting that the Company indicate its Tax Identification Number
("TIN") on Form W-9, NBMI hereby requests that the Company furnish NBMI its TIN
and acknowledge that the number shown below in this Section 2.3 is its correct
TIN.
The Company acknowledges that the following number is its correct TIN:
Employer Identification Number: xx-xxxxxxx
This services agreement shall remain in full force and effect for an initial
term of one year, and shall automatically renew for successive one year periods.
The services agreement may be terminated by either the Company or NBMI upon 60
days' written notice to the other, and shall terminate automatically upon
redemption of all Shares held in Separate Accounts, upon termination of the
Participation Agreement, or upon assignment of the Participation Agreement by
either the Company or NBMI, or if required by law.
Nothing in this services agreement shall amend, modify or supersede any
contractual terms, obligations or covenants among or between any of the Company,
NBMI or the Trust previously or currently in effect, including those contractual
terms, obligations or covenants contained in the Participation Agreement.
If this services agreement is consistent with your understanding of the matters
we discussed concerning the Company's provision of the Services, please sign
below, whereupon this letter shall constitute a binding agreement between us.
Very truly yours,
XXXXXXXXX XXXXXX
MANAGEMENT INC.
By: XXXXX X. XXXXXXX
Name: Xxxxx X. Xxxxxxx
Title: President
Acknowledged and Agreed to:
AMERICAN FIDELITY
ASSURANCE COMPANY
By: XXXX X. XXX
Name: Xxxx X. Xxx
Title: President
