SUPPLEMENTAL PAYMENT AGREEMENT
This Agreement is made effective August 20, 2004 by and between Chase
Insurance Life Company of New York (the "Company") and Banc One Investment
Advisors Corporation ("BOIA").
WHEREAS, the Company and One Group(R) Investment Trust (the "Trust") have
entered into a Fund Participation Agreement ("Participation Agreement") in order
for certain separate accounts of the Company ("Separate Accounts") to purchase
shares ("Shares") of the Portfolios of the Trust listed on Appendix A hereto
(each, a "Portfolio"; collectively, the "Portfolios"). The Portfolios will serve
as investment vehicles under variable annuity or life contracts ("Variable
Contracts") offered by the Company.
WHEREAS, the Company performs certain administrative and support services
for the owners of its Variable Contracts.
WHEREAS, BOIA is willing to pay the Company Supplemental Payments out of
BOIA's legitimate profits for administrative and other services, set forth in
Appendix B hereto, rendered by the Company;
NOW, THEREFORE, in consideration of the mutual covenants and agreements
contained herein, the parties hereby agree as follows:
1. BOIA recognizes that the Company, on behalf of each of the
Separate Accounts, is the sole shareholder of shares of the
Portfolios issued under the Participation Agreement. BOIA further
recognizes that the Trust will derive a substantial
administrative benefit by virtue of having the Company, on behalf
of each of the Separate Accounts, aggregate all purchase and
redemption orders from owners of the Variable Contracts, and
submit an omnibus order for each Account for the Portfolio shares
issued under the Participation Agreement rather than multiple
shareholders having record ownership of such shares. In
consideration of the savings resulting from such arrangement, and
to compensate the Company for its costs, BOIA agrees to pay the
Company Supplemental Payments at the annual rate designated in
Appendix A of the average daily net assets of a Portfolio's
Shares owned beneficially by the Company's customers in the
Variable Contracts listed on Appendix A from time to time for
which the Company provides services, which fee will be computed
daily and payable monthly. The parties agree that such payments
are for administrative services and investor support services,
and do not constitute payment for investment advisory,
distribution or other services. Payment of such amounts by BOIA
shall not increase the fees paid by the Trust or its
shareholders.
2. The Company hereby represents and warrants that this Agreement
and the receipt of payments by the Company from BOIA is legal and
valid, and does not violate any statute, regulation, rule, order
or judgment binding on the Company, or any agreement binding on
the Company or affecting its property. The Company further
represents and warrants that it has made all disclosures and
obtained all consents required in order for it to receive
payments under this Agreement. The representations and warranties
set forth in this paragraph shall be made both as of the date
hereof and shall continue as long as payments are made to the
Company pursuant to this Agreement.
3. BOIA hereby represents and warrants that this Agreement and the
payment of Supplemental Payments by BOIA to the Company is legal
and valid, and does not violate any statute, regulation, rule,
order or judgment binding on BOIA, or any agreement binding on
BOIA or affecting its property. BOIA further represents and
warrants that it has made all disclosures and obtained all
consents required in order for it to make payments under this
Agreement. The representations and warranties set forth in this
paragraph shall be made both as of the date hereof and shall
continue as long as payments are made to the Company pursuant to
this Agreement.
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4. This Agreement shall be governed and interpreted in accordance
with the internal laws of the State of Ohio.
5. This Agreement may be terminated by either party without cause by
giving the other party at least thirty (30) days' prior written
notice of its intention to terminate. This Agreement shall
terminate automatically upon the redemption of all of a Separate
Account's investment in the Trust, upon the termination of the
Trust's obligation to sell its shares under the Participation
Agreement, or upon either party's receipt of notice from the
other party that the representations and warranties set forth in
paragraph 2 or paragraph 3, as the case may be, are no longer
true or upon termination of the Participation Agreement. This
Agreement may be amended only by a written instrument signed by
both parties.
IN WITNESS WHEREOF, this Agreement has been executed effective as of the date
set forth above by a duly authorized officer of each party.
Chase Insurance Life Company of New York Banc One Investment Advisors
Corporation
By: By:
------------------------------------ ---------------------------------
Name and Name and
Title: Title:
--------------------------------- ------------------------------
Date: Date:
---------------------------------- -------------------------------
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Appendix A
Portfolios
One Group Investment Trust Bond Portfolio
One Group Investment Trust Government Bond Portfolio
One Group Investment Trust Balanced Portfolio
One Group Investment Trust Large Cap Growth Portfolio
One Group Investment Trust Equity Index Portfolio
One Group Investment Trust Diversified Equity Portfolio
One Group Investment Trust Mid Cap Growth Portfolio
One Group Investment Trust Diversified Mid Cap Portfolio
One Group Investment Trust Mid Cap Value Portfolio
Servicing Fees
For each Portfolio other than One Group Investment Trust Equity Index Portfolio:
30 basis points (.30%) of the average daily net assets of Shares of the
Portfolio held by Separate Accounts for the Variable Contracts' owners.
For One Group Investment Trust Equity Index Portfolio. The following rates for
the following ranges of the average daily net assets of Shares of the One Group
Equity Index Portfolio held by Separate Accounts for the Variable Contracts'
owners.
On the first $50 million in assets basis points ( %)
-- --
On the next $50 million in assets basis points ( %)
-- --
On assets in excess of $100 million basis points ( %)
-- --
Variable Contracts
ZNY-008 The One(R) Variable Annuity(SM)
--------------------------------------------------------------------------------
Agreed to as of the date set forth below, effective the 20th day of August,
2004.
Chase Insurance Life Company of New York Banc One Investment Advisors
Corporation
By: By:
------------------------------------ ---------------------------------
Name and Name and
Title: Title:
--------------------------------- ------------------------------
Date: Date:
---------------------------------- -------------------------------
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Appendix B
Administrative and Other Services
Maintenance of Books and Records
.. Assist as necessary to maintain book entry records on behalf of the Trust
regarding issuance to, transfer within (via net purchase orders) and
redemption by the Accounts of Trust shares.
.. Maintain general ledgers regarding the Accounts' holdings of Trust shares,
coordinate and reconcile information, and coordinate maintenance of ledgers
by financial institutions and other Contract owner service providers.
Communication with One Group Investment Trust (the "Trust")
.. Serve as the agent of the Trust for receipt of purchase and redemption
orders from Contract owners investing in the Trust through the Accounts and
to transmit such orders, and payment therefor, to the Trust.
.. Coordinate with the Trust's agents respecting daily valuation of the
Trust's shares and the Accounts' units.
.. Purchase Orders
. Determine net amount available for investment in the Trust.
. Deposit receipts at the Trust's custodian (generally by wire
transfer).
.. Redemption Orders
. Determine net amount required for redemptions by the Trust.
.. Purchase and redeem shares of the Trust on behalf of the Accounts at the
then-current price in accordance with the terms of the Trust's then-current
prospectus.
.. Assist in routing and revising sales and marketing materials to incorporate
or reflect the comments made by the Trust and/or such other parties as
referenced in the Fund Participation Agreement.
.. Assist in reducing, discouraging, or eliminating market timing transactions
in Trust shares in order to reduce or eliminate adverse effects on the
Trust or its shareholders.
Processing Distributions from the Trust
.. Process ordinary dividends and capital gains.
.. Reinvest the Trust's distributions.
Reports
.. Periodic information reporting to the Trust, including, but not limited to,
furnishing registration statements, prospectuses, statements of additional
information, reports, solicitations for voting instructions, sales and
other promotional material, and any other SEC filings with respect to the
Accounts invested in the Trust, as not otherwise provided for.
.. Periodic information reporting about the Trust, including any necessary
delivery of the Trust's prospectus and annual and semi-annual reports to
owners and prospective owners of Contracts, as not otherwise provided for.
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Trust-Related Contract Owner Services
.. Provide general information with respect to Trust inquiries (not including
information about performance or related to sales).
.. Oversee and assist the solicitation, counting and voting of Contract owner
voting interests in the Trust pursuant to Trust-related proxy statements.
Other Administrative Support
.. Provide other administrative and legal compliance support for the Trust as
mutually agreed upon by the Company and the Trust, the Trust's Adviser, or
the Trust's Administrator.
.. Relieve the Trust of other usual or incidental administrative services
provided to Contract owners.
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