AMENDMENT NO. 1
PARTICIPATION AGREEMENT
The Participation Agreement (the "Agreement"), dated October 1, 2002, by and
among AIM Variable Insurance Funds, a Delaware trust; AIM Distributors, Inc., a
Delaware corporation, CUNA Mutual Life Insurance Company, an Iowa life insurance
company, and CUNA Brokerage Services, Inc., is hereby amended as follows:
Section 2.3 of the Agreement is hereby deleted in its entirety and replaced with
the following:
2.3 APPLICABLE PRICE
(a) Share purchase payments and redemption orders that result
from purchase payments, premium payments, surrenders and other
transactions under Contracts (collectively, "Contract transactions")
and that LIFE COMPANY receives prior to the close of regular trading
on the New York Stock Exchange (or such other time set by the Board
for purposes of determining the current net asset value of a Fund in
accordance with Rule 22c-1 under the 0000 Xxx) on a Business Day will
be executed at the net asset values of the appropriate Funds next
computed after receipt by AVIF or its designated agent of the orders.
For purposes of this Section 2.3(a), LIFE COMPANY shall be the
designated agent of AVIF for receipt of orders relating to Contract
transactions, , in accordance with Section 22(c) and Rule 22c-l under
the 1940 Act, on each Business Day and receipt by such designated
agent shall constitute receipt by AVIF; provided that AVIF receives
notice of such orders by 9:00 a.m. Central Time on the next following
Business Day or such later time as computed in accordance with Section
2.1(b) hereof. In connection with this Section 2.3(a), LIFE COMPANY
represents and warrants that it will not submit any order for Shares
or engage in any practice, nor will it allow or suffer any person
acting on its behalf to submit any order for Shares or engage in any
practice, that would violate or cause a violation of applicable law or
regulation including, without limitation Section 22 of the 1940 Act
and the rules thereunder.
(b) All other Share purchases and redemptions by LIFE COMPANY
will be effected at the net asset values of the appropriate Funds next
computed after receipt by AVIF or its designated agent of the order
therefor, and such orders will be irrevocable.
(c) Without limiting the scope or effect of Section 1.1 hereof,
pursuant to which the Board may reject a Share purchase order by or on
behalf of LIFE COMPANY under the circumstances described therein, LIFE
COMPANY and UNDERWRITER agree to cooperate with the Fund and AIM to
prevent any person exercising, or purporting to exercise, rights or
privileges under one or more Contracts (including, but not limited to
Contract owners, annuitants, insureds or participants, as the case may
be (collectively, "Participants")) from
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engaging in any trading practices in any Fund that the Board or AIM
determines, in good faith and in their sole discretion, to be
detrimental or potentially detrimental to the other shareholders of
the Fund, or to be in contravention of any applicable law or
regulation including, without limitation, Section 22 of the 1940 Act
and the rules thereunder. Such cooperation may include, but shall not
be limited to, identifying the person or persons engaging in such
trading practices, facilitating the imposition of any applicable
redemption fee on such person or persons, limiting the telephonic or
electronic trading privileges of such person or persons, and taking
such other remedial steps, all to the extent permitted or required by
applicable law.
Section 6.3 of the Agreement is hereby deleted in its entirety and replaced with
the following:
6.3 FUNDS TO REMAIN AVAILABLE
Notwithstanding any termination of this Agreement by LIFE
COMPANY, AVIF will, at the option of LIFE COMPANY, continue to make
available additional shares of the Fund pursuant to the terms and
conditions of this Agreement, for all Contracts in effect on the
effective date of termination of this Agreement (hereinafter referred
to as "Existing Contracts"), unless AIM or the Board determines that
doing so would not serve the best interests of the shareholders of the
affected Funds or would be inconsistent with applicable law or
regulation. Specifically, without limitation, the owners of the
Existing Contracts will be permitted to reallocate investments in the
Fund (as in effect on such date), redeem investments in the Fund
and/or invest in the Fund upon the making of additional purchase
payments under the Existing Contracts. The parties agree that this
Section 6.3 will not apply to any (i) terminations under Section 5 and
the effect of such terminations will be governed by Section 5 of this
Agreement or (ii) any rejected purchase and/or redemption order as
described in Section 2.3(c) hereof.
Section 22 is hereby added to the Agreement:
SECTION 22. FORCE MAJEURE
Each Party shall be excused from the performance of any of its
obligations to the other where such nonperformance is occasioned by
any event beyond its control which shall include, without limitation,
any applicable order, rule or regulation of any federal, state or
local body, agency or instrumentality with jurisdiction, work
stoppage, accident, natural disaster, war, acts of terrorism or civil
disorder, provided that the Party so excused shall use all reasonable
efforts to minimize its nonperformance and overcome, remedy, cure or
remove such event as soon as is reasonably practicable, and such
performance shall be excused only for so long as, in any given case,
the force or circumstances making performance impossible shall exist.
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Schedule A of the Agreement is hereby deleted in its entirety and replaced with
the following:
SCHEDULE A
FUNDS AVAILABLE UNDER THE CONTRACTS
AIM V.I. Aggressive Growth Fund
AIM V.I. Balanced Fund
AIM V.I. Basic Value Fund
AIM V.I. Blue Chip Fund
AIM V.I. Capital Appreciation Fund
AIM V.I. Capital Development Fund
AIM V.I. Core Equity Fund
AIM V.I. Dent Demographic Trends Fund
AIM V.I. Diversified Income Fund
AIM V.I. Government Securities Fund
AIM V.I. Growth Fund(1)
AIM V.I. High Yield Fund(1)
AIM V.I. International Growth Fund
AIM V.I. Large Cap Growth Fund
AIM V.I. Mid Cap Core Equity Fund
AIM V.I. Money Market Fund
AIM V.I. Premier Equity Fund
AIM V.I. Real Estate Fund(2)
AIM V.I. Small Cap Equity Fund
INVESCO VIF - Core Equity Fund
INVESCO VIF - Dynamics Fund
INVESCO VIF - Financial Services Fund
INVESCO VIF - Health Sciences Fund
INVESCO VIF - Leisure Fund
INVESCO VIF - Small Company Growth Fund
INVESCO VIF - Technology Fund(1)
INVESCO VIF - Total Return Fund
INVESCO VIF - Utilities Fund
(1) Effective April 30, 2004, AIM V.I. Growth Fund acquired the assets of
INVESCO VIF - Growth Fund; AIM V.I. High Yield Fund acquired the assets of
INVESCO VIF - High Yield Fund; and INVESCO VIF - Technology Fund acquired
the assets of AIM V.I. New Technology Fund and INVESCO VIF -
Telecommunications Fund.
(2) Formerly, INVESCO VIF - Real Estate Opportunities Fund
SEPARATE ACCOUNTS UTILIZING THE FUNDS
- (INSERT SEPARATE ACCOUNTS)
CONTRACTS FUNDED BY THE SEPARATE ACCOUNTS
- (INSERT CONTRACTS FUNDED BY SEPARATE ACCOUNTS)
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All other terms and provisions of the Agreement not amended herein shall remain
in full force and effect.
Effective date: May 1, 2004
AIM VARIABLE INSURANCE FUNDS
Attest: /s/ Xxx Xxxxxxxx By: /s/ Xxxxxx X. Xxxxxx
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Name: XXX XXXXXXXX Name:
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Title: ASST. SECRETARY Title:
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AIM DISTRIBUTORS, INC.
Attest: /s/ Xxx xxxxxxxx By: /s/ Xxxxxxx X. Xxxx
------------------------ -----------------------------------------
Name: XXX XXXXXXXX Name:
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Title: ASST. SECRETARY Title:
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CUNA MUTUAL LIFE INSURANCE COMPANY
Attest: /s/ Xxxxx X. Xxxxxx By: /s/ Xxxxxxxx Xxxxxxxx-Xxxxxx
------------------------ -----------------------------------------
Name: Xxxxx X. Xxxxxx Name: Xxxxxxxx Xxxxxxxx-Xxxxxx
Title: Law Specialist Title: Asst. Vice President, Associate
General Counsel
CUNA BROKAGE SERVICES, INC.
Attest: /s/ Xxxxx X. Xxxxxx By: /s/ Xxxxx X. Xxxxxxxx
------------------------ -----------------------------------------
Name: Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxxxx
Title: Law Specialist Title: Vice President, Deputy General Counsel
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