SERVICE AGREEMENT
Exhibit (b)(8)(b)(2)
This Agreement is entered into effective as of the 1st day of October, 2008, by and between
FIDELITY INVESTMENTS INSTITUTIONAL OPERATIONS COMPANY, INC. (“FIIOC”) and FARM BUREAU LIFE
INSURANCE COMPANY (“Company”). The previous Service Agreement effective 1st day of October, 2007,
between the parties named above is hereby amended and restated in its entirety.
WHEREAS, FIIOC provides transfer agency and other services to Fidelity’s Variable Insurance
Products Fund, Variable Insurance Products Fund II, Variable Insurance Products Fund III, Variable
Insurance Products Fund IV and Variable Insurance Products Fund V (collectively “Funds”); and
WHEREAS, the services provided by FIIOC on behalf of the Funds include responding to inquiries
about the Funds, including the provision of information about the Funds’ investment objectives,
investment policies, portfolio holdings, etc.; and
WHEREAS, Company holds shares of the Funds in order to fund certain variable annuity
contracts, group annuity contracts, and/or variable life insurance policies, the beneficial
interests in which are held by individuals, plan trustees, or others who look to Company to provide
information about the Funds similar to the information provided by FIIOC; and
WHEREAS, the Company and one or more of the Funds have entered into one or more Participation
Agreements, under which the Company agrees not to provide information about the Funds except for
information provided by the Funds or their designees; and
WHEREAS, FIIOC and Company desire that Company be able to respond to inquiries about the Funds
from individual variable annuity owners, participants in group annuity contracts issued by the
Company, and owners and participants under variable life insurance policies issued by the Company,
and prospective customers for any of the above; and
WHEREAS, FIIOC and Company recognize that Company’s efforts in responding to customer
inquiries will reduce the burden that such inquiries would place on FIIOC should such inquiries be
directed to FIIOC.
NOW, THEREFORE, the parties do agree as follows:
1. Information to be Provided to Company. FIIOC agrees to provide to Company, on a
periodic basis, directly or through a designee, information about the Funds’ investment objectives,
investment policies, portfolio holdings, performance, etc. The content and format of such
information shall be as FIIOC, in its sole discretion, shall choose. FIIOC may change the format
and/or content of such informational reports, and the frequency with which such information is
provided. For purposes of Section 4.2 of each of the Company’s Participation Agreement(s) with the
Funds, FIIOC represents that it is the designee of the Funds, and Company may therefore use the
information provided by FIIOC without seeking additional permission from the Funds.
2. Use of Information by Company. Company may use the information provided by FIIOC
in communications to individuals, plan trustees, or others who have legal title or beneficial
interest in the annuity or life insurance products issued by Company, and to prospective purchasers
of such products or beneficial interests thereunder. If such information is contained as part of
larger pieces of sales literature, advertising, etc., such pieces shall be furnished for review to
the Funds in accordance with the terms of the Company’s Participation Agreements with the Funds.
Nothing herein shall give the Company the right to expand upon, reformat or otherwise alter the
information provided by FIIOC. Company acknowledges that the information provided it by FIIOC may
need to be supplemented with additional qualifying information, regulatory disclaimers, or other
information before it may be conveyed to persons outside the Company.
3. Compensation to Company. In recognition of the fact that Company will respond to
inquiries that otherwise would be handled by FIIOC, FIIOC agrees to pay Company a quarterly fee
computed as follows:
At the close of each calendar quarter FIIOC will determine the Average Daily Assets held in
the Funds by the Company. Average Daily Assets shall be the sum of the daily assets for each
calendar day in the quarter divided by the number of calendar days in the quarter. The Average
Daily Assets shall be multiplied by 0.0005 (5 basis points) and that sum shall be divided by four.
The resulting number shall be the quarterly fee for that quarter.
Should any Participation Agreement(s) between Company and any Fund(s) be terminated effective
before the last day of a quarter, Company shall be entitled to a fee for that portion of the
quarter during which the Participation Agreement was still in effect, unless such termination is
due to misconduct on the part of the Company. For such a stub quarter, Average Daily Assets shall
be the sum of the daily assets for each calendar day in the quarter through and including the date
of termination of the Participation Agreement(s), divided by the number of calendar days in that
quarter for which the Participation Agreement was in effect. Such Average Daily Assets shall be
multiplied by 0.0005 (5 basis points) and that number shall be multiplied by the number of days in
such quarter that the Participation Agreement was in effect, then divided by three hundred
sixty-five. The resulting number shall be the quarterly fee for the stub quarter.
4. Termination. This Agreement may be terminated by Company at any time upon written
notice to FIIOC. FIIOC may terminate this Agreement at any time upon thirty (30) days’ written
notice to Company. FIIOC may terminate this Agreement immediately upon written notice to Company
(1) if required by any applicable law or regulation, (2) if so required by action of the Fund(s)
Board of Trustees, or (3) if Company engages in any material breach of this Agreement. This
Agreement shall terminate immediately and automatically upon the termination of Company’s
Participation Agreement(s) with the Funds, and in such event no notice need be given hereunder.
5. Applicable Law. This Agreement shall be construed and the provisions hereof
interpreted under and in accordance with the laws of the Commonwealth of Massachusetts.
6. Assignment. This Agreement may not be assigned without the prior written consent
of the parties, except that it shall be assigned automatically to any successor to FIIOC as the
Funds’ transfer agent, and any such successor shall be bound by the terms of this Agreement.
IN WITNESS WHEREOF, the parties have set their hands as of the date first written above.
FIDELITY INVESTMENTS INSTITUTIONAL OPERATIONS COMPANY, INC.
By: /s/ illegible
FARM BUREAU LIFE INSURANCE COMPANY
By:
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/s/ Xxxxxxx X. Xxxxx | |
Name:
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Xxxxxxx X. Xxxxx | |
Title:
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Executive Vice President |
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