FORM OF] ADDENDUM TO FUND PARTICIPATION AGREEMENT FOR CLASS 1 SHARES (FORMERLY CLASS A SHARES)
Exhibit (g)(iv)
[FORM OF]
ADDENDUM TO FUND PARTICIPATION AGREEMENT FOR CLASS 1 SHARES
(FORMERLY CLASS A SHARES)
(FORMERLY CLASS A SHARES)
This ADDENDUM is dated as of [Date], between [NAME OF LIFE COMPANY] (the “Life Company”), a
life insurance company organized under the laws of the State of
, on behalf of itself
and on behalf of each segregated asset accounts of the Life Company listed on Schedule A attached
hereto (the “Variable Accounts”), which may be amended from time to time, and SUNAMERICA SERIES
TRUST (the “Trust”), an open-end management investment company established pursuant to the laws of
the Commonwealth of Massachusetts under a Declaration of Trust dated September 11, 1992, as amended
from time to time, which is composed of the separate investment portfolio(s) of the Trust listed on
Schedule B attached hereto, which may be amended from time to time, (the “Portfolio(s)”).
WHEREAS, the Trust and the Life Company have entered into a Fund Participation Agreement dated
on behalf of the Variable Accounts (the “SAST Fund Participation Agreement”); and
WHEREAS, the Trust has adopted a distribution plan pursuant to Rule 12b-1 under the Investment
Company Act of 1940, as amended (the “1940 Act”), with respect to its Class 1 shares (the “12b-1
Plan”);
NOW, THEREFORE, in consideration of the foregoing and of mutual covenants and conditions set
forth herein and for other good and valuable consideration, the Life Company (on behalf of itself
and the Variable Account) and the Trust hereby agree as follows:
1. In accordance with policies and procedures adopted pursuant to Rule 12b-1(h), the Trust
shall not participate in directed brokerage programs whereby a portion of the brokerage commissions
generated by the Trust would be used to make payments to the Distributor to finance various
distribution activities, including those described in the 12b-1 Plan, until and unless the
prohibition of directed brokerage under Rule 12b-1(h) is lifted or modified. If Rule 12b-1 were
amended to permit directed brokerage programs to pay for distribution, Section 1 of the 12b-1 Plan
shall become effective to permit directed brokerage arrangements, subject to approval by the
Trustees, including the 12b-1 Trustees, and subject to the limitation that any, such payments to
the Distributor shall not exceed an annual rate of 75 basis points (.75%) of the average daily net
assets attributable to Class 1 shares of the Trust to compensate the Distributor and certain
financial intermediaries (“Financial Intermediaries”) for financing activities principally intended
to result in the sale of Shares of the Trust. The amount of the payments shall be subject to
applicable laws and regulations.
2. The Distributor agrees to furnish the Trust, at least quarterly, written reports for
presentation to the Board of Trustees of the Trust (the “Board”) as to amounts expended for
services to contract holders who are indirect beneficial owners of Class 1 shares of the Trust and
the purposes for which such expenditures were made.
3. This Addendum shall continue in full force and effect for two years from the date hereof,
and shall continue in full force and effect from year to year thereafter if such continuance
is approved by the Board, including a majority of the Trustees who are not interested persons
of the Trust (the “Disinterested Trustees”) as defined in the 1940 Act, who have no direct or
indirect financial interest in the operation of the 12b-1 Plans or any agreement related to it (the
“12b-1 Trustees”), in the manner required by the 1940 Act.
4. This Addendum, including any payments made pursuant thereto, shall terminate automatically
in the event of its assignment. This Addendum, including any payments made pursuant thereto, shall
terminate with respect to a Portfolio:
(a) | any time, without payment of any penalty, by vote of either the Board, including a majority of the 12b-1 Trustees, or a majority of the outstanding voting securities representing the Class 1 shares of such Portfolio, on not more than 60 days’ written notice; or | ||
(b) | at any time, without payment of any penalty, upon a vote terminating the Rule 12b-1 Plan with respect to such Portfolio by either the Board, including a majority of the 12b-1 Trustees, or a majority of the outstanding voting securities representing the Class 1 shares of such Portfolio, on not more than 60 days’ written notice. |
The termination of the Addendum with respect to any Portfolio shall not affect the continued
effectiveness of the SAST Fund Participation Agreement, or the continued effectiveness of this
Addendum with respect to any other Portfolio otherwise subject thereto.
5. This Addendum shall not be amended to increase materially the amount of the distribution
fee paid to the Distributor pursuant hereto without shareholder approval, and all material
amendments to this Addendum shall be approved by vote of the Board, including a majority of the
12b-1 Trustees.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above
written.
[NAME OF LIFE INSURANCE COMPANY] |
||||
By: | ||||
Name: | ||||
Title: | ||||
VARIABLE SEPARATE ACCOUNT BY: [NAME OF LIFE INSURANCE COMPANY] |
||||
By: | ||||
Name: | ||||
Title: | ||||
SUNAMERICA SERIES TRUST |
||||
By: | ||||
Name: | Xxxx X. Xxxxxx | |||
Title: | Vice President and Secretary | |||
Acknowledged and Agreed:
AIG SUNAMERICA CAPITAL SERVICES, INC. | ||||||
By:
|
Dated: | |||||
Name: | ||||||
Title: |
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SCHEDULE A
Variable Accounts
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SCHEDULE B
Portfolios
Aggressive Growth Portfolio
Alliance Growth Portfolio
Balanced Portfolio (formerly, SunAmerica Balanced Portfolio)
Blue Chip Growth Portfolio
Capital Growth Portfolio (formerly, Xxxxxxx Sachs Research Portfolio)
Cash Management Portfolio
Corporate Bond Portfolio
Xxxxx Venture Value Portfolio
“Dogs” of Wall Street Portfolio
Emerging Markets Portfolio
Equity Index Portfolio
Equity Opportunities Portfolio (formerly, Federated American Leaders Portfolio)
Fundamental Growth Portfolio (formerly, Xxxxxx Growth: Voyager Portfolio)
Global Bond Portfolio
Global Equities Portfolio
Growth-Income Portfolio
Growth Opportunities Portfolio
High-Yield Bond Portfolio
International Diversified Equities Portfolio
International Growth and Income Portfolio
Xxxxxxx Focused Growth Portfolio (formerly, Xxxxxxx Growth Portfolio)
MFS Massachusetts Investors Trust Portfolio
MFS Total Return Portfolio
Mid-Cap Growth Portfolio (formerly, MFS Mid-Cap Growth Portfolio)
Real Estate Portfolio
Small Company Value Portfolio
Technology Portfolio
Telecom Utility Portfolio
Total Return Bond Portfolio (formerly, Worldwide High Income Portfolio)
Alliance Growth Portfolio
Balanced Portfolio (formerly, SunAmerica Balanced Portfolio)
Blue Chip Growth Portfolio
Capital Growth Portfolio (formerly, Xxxxxxx Sachs Research Portfolio)
Cash Management Portfolio
Corporate Bond Portfolio
Xxxxx Venture Value Portfolio
“Dogs” of Wall Street Portfolio
Emerging Markets Portfolio
Equity Index Portfolio
Equity Opportunities Portfolio (formerly, Federated American Leaders Portfolio)
Fundamental Growth Portfolio (formerly, Xxxxxx Growth: Voyager Portfolio)
Global Bond Portfolio
Global Equities Portfolio
Growth-Income Portfolio
Growth Opportunities Portfolio
High-Yield Bond Portfolio
International Diversified Equities Portfolio
International Growth and Income Portfolio
Xxxxxxx Focused Growth Portfolio (formerly, Xxxxxxx Growth Portfolio)
MFS Massachusetts Investors Trust Portfolio
MFS Total Return Portfolio
Mid-Cap Growth Portfolio (formerly, MFS Mid-Cap Growth Portfolio)
Real Estate Portfolio
Small Company Value Portfolio
Technology Portfolio
Telecom Utility Portfolio
Total Return Bond Portfolio (formerly, Worldwide High Income Portfolio)
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