Exhibit 3(f)
ADDENDUM NO. 98-1
To the BROKER-DEALER SELLING AGREEMENT ("Agreement") dated February 15, 1994
between The Penn Mutual Life Insurance Company ("Penn Mutual"), Hornor,
Townsend, Kent Inc. ("HTK"), and __________________("Firm") . Notwithstanding
the representation contained in the Agreement, Firm is not licensed to sell
variable annuity and variable life insurance contracts in certain states. This
Addendum is only applicable to Penn Mutual variable annuity and variable life
insurance products that are approved for sale in the State of _____________.
Penn Mutual and Firm hereby agree that Penn Mutual will pay all compensation due
any sales agents of the Firm for business transacted on behalf of Penn Mutual
directly to, and in the name of, a compensation manager appointed by Firm, such
compensation manager being a duly licensed insurance agent in the State of
_________. The State of __________ will not permit Firm to be so licensed
because of its form or state of organization.
Firm shall appoint its compensation manager in writing, signed by an officer or
partner of Firm who has the authority to bind Firm to this Addendum. Penn Mutual
shall direct all payments for business transacted by sales agents of Firm to the
named compensation manager until such time as Firm notifies Penn Mutual, in
writing, that another compensation manager has been appointed. Firm will
properly report all compensation paid to the sales agents on its FOCUS and other
reports filed with the Securities and Exchange Commission and National
Association of
Securities Dealers, Inc. Firm will at all times properly supervise the
activities of the compensation manager in ________ in a manner consistent with
the requirements of the federal securities laws.
The parties hereto agree that the compensation manager will be responsible for
the payment of compensation received from Penn Mutual to the sales agents of
Firm and that Penn Mutual will have no responsibility therefor. In addition,
Firm represents and warrants that all moneys received from Penn Mutual will be
distributed by the compensation manager only to duly licensed sales agents who
have been appointed with Penn Mutual in accordance with the Agreement and all
applicable laws of the State of __________.
Firm agrees to indemnify and hold harmless Penn Mutual from any and all claims,
and demands or causes of action that arise out of the compensation manager's
negligence, or failure to perform properly the responsibilities set forth in
this Addendum. Firm at its own cost will defend any legal proceeding that may be
brought against Penn Mutual on any such claims or demands in respect to which
Penn Mutual is indemnified and held harmless hereunder, and will satisfy any
judgment that may be rendered against Penn Mutual with respect to any such claim
or demand. Firm will notify Penn Mutual promptly upon receipt of any such claim
or demand which it receives.
IN WITNESS WHEREOF, the undersigned have executed this Addendum on this _____
day of _______________, ______.
XXXXXX, XXXXXXXX & XXXX, INC. THE PENN MUTUAL LIFE
INSURANCE COMPANY
By: _____________________________ By: ________________________
Title: ____________________________ Title:_______________________
Name of Firm: ______________________________
By: __________________________
Title: _______________________
The name and tax identification number of the compensation manager who is
licensed in the referenced state with Penn Mutual as follows:
Compensation Manager: _________________
Social Security No.: _________________
By executing this Addendum in the space below, the compensation manager
identified above agrees to be bound by the terms hereof. Further, the
undersigned confirms that [he] is duly licensed in the State of __________ to
perform the duties that the Addendum contemplates will be performed by the
compensation manager. Finally, the undersigned will make available to Penn
Mutual, HTK, Firm and any state or federal regulatory authorities the books and
records maintained in connection with the duties of the compensation manager.
______________________________
Signature
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