EXHIBIT (8)(C)(II)
AMENDMENT NO. 1 TO PARTICIPATION AGREEMENT
THIS AMENDMENT NO. 1 TO PARTICIPATION AGREEMENT dated as of April 30, 2012 by
and among VANGUARD VARIABLE INSURANCE FUND, THE VANGUARD GROUP, INC., VANGUARD
MARKETING CORPORATION and AMERICAN GENERAL LIFE INSURANCE COMPANY OF DELAWARE
(formerly AIG Life Insurance Company) (the "Company").
WITNESSETH:
WHEREAS, the parties hereto have entered into a Participation Agreement
dated as of September 2, 2003 (the "Agreement"), pursuant to which the Sponsor
has agreed to make shares of the Fund available for purchase and redemption by
certain Accounts of the Company in connection with the Company's Variable
Insurance Products; and
WHEREAS, the parties desire to modify the Agreement in certain respects;
NOW, THEREFORE, in consideration of the mutual covenants contained herein,
the parties hereto, intending to be legally bound, hereby agree as follows:
1. Defined Terms. Unless otherwise defined herein, capitalized terms in this
Amendment shall have the meanings assigned in the Agreement.
2. Amendment to Schedule A. Schedule A of the Agreement, a revised copy of
which is attached hereto, is hereby amended to revise and update the names
of the contracts funded by the Account. One of the contracts, the Vanguard
Lifetime Income Program, is now known as "Group Immediate Variable
Annuity."
3. Amendment to Schedules B and D. Schedules B and D to the Agreement, revised
copies of which are attached hereto, are hereby amended to add the
Conservative Allocation Portfolio and the Moderate Allocation Portfolio to
the Account effective as of April 30, 2012.
4. No Other Modifications. Except as specifically modified hereby, the
Agreement remains in full force and effect.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed on their behalf by their duly authorized officers as of the day and
year first above written.
VANGUARD VARIABLE INSURANCE FUND
By:
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Name:
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Title:
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THE VANGUARD GROUP, INC.
By:
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Name:
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Title:
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VANGUARD MARKETING CORPORATION
By:
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Name:
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Title:
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AMERICAN GENERAL LIFE INSURANCE COMPANY OF DELAWARE,
on behalf of itself and each of its Accounts named
in Schedule A hereto, as amended from time to time.
ATTEST:
By: By:
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Name: Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxx
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Title: Senior Vice President Title: Assistant Secretary
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SCHEDULE A
SEPARATE ACCOUNTS AND ASSOCIATED CONTRACTS
NAME OF SEPARATE ACCOUNT CONTRACTS FUNDED BY SEPARATE ACCOUNT
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Variable Account I of American General Life Insurance Group Immediate Variable Annuity
Company of Delaware
Immediate Variable Annuity
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SCHEDULE B
PORTFOLIOS
The following Portfolios of the Vanguard Variable Insurance Funds shall be
made available as investments underlying the Variable Insurance Products:
Money Market Portfolio
Total Bond Market Index Portfolio
High-Yield Bond Portfolio
Short-Term Investment-Grade Portfolio
Balanced Portfolio
Diversified Value Portfolio
Equity Income Portfolio
Equity Index Portfolio
Growth Portfolio
Mid-Cap Index Portfolio
REIT Index Portfolio
Small Company Growth Portfolio
International Portfolio
Total Stock Market Index Portfolio
Capital Growth Portfolio
Conservative Allocation Portfolio
Moderate Allocation Portfolio
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SCHEDULE D
LARGE TRANSACTION AMOUNTS
PORTFOLIO LARGE TRANSACTION AMOUNT
--------- ------------------------
Money Market Portfolio $
Total Bond Market Index Portfolio
High-Yield Bond Portfolio
Short-Term Investment-Grade Portfolio
Balanced Portfolio
Diversified Value Portfolio
Equity Income Portfolio
Equity Index Portfolio
Growth Portfolio
Mid-Cap Index Portfolio
REIT Index Portfolio
Small Company Growth Portfolio
International Portfolio
Total Stock Market Index Portfolio
Capital Growth Portfolio
Conservative Allocation Portfolio
Moderate Allocation Portfolio
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