Exhibit 23(h)(vi)
[FORM OF]
ADDENDUM TO FUND PARTICIPATION AGREEMENT FOR CLASS 3 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 _______________
("Variable Account"), a separate account of the Life Company existing pursuant
to the laws of the State of _____________, and SUNAMERICA SERIES TRUST ("Fund"),
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 A attached hereto (the
"Portfolio(s)").
WHEREAS, the Fund and the Life Company have entered into a Fund
Participation Agreement dated _________________, as amended for time to time
(the "SAST Fund Participation Agreement"); and
WHEREAS, the Fund has agreed to pay the Life Company a service fee to
reimburse the Life Company for expenditures made to financial intermediaries for
providing services to contract holders who are indirect beneficial owners of
Class 3 shares of the Fund; and
WHEREAS, the Fund has adopted a distribution plan pursuant to Rule 12b-1
under the Investment Company Act of 1940, as amended, (the "Act") with respect
to its Class 3 shares (the "12b-1 Pan") that provides for a service fee that
will be used to reimburse the expenditures referenced in the preceding
paragraph;
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 Fund
hereby agree as follows:
1. The Fund agrees to pay the Life Company a service fee at the end of each
month at an annual rate of 25 basis points (.25%) of the average daily net
assets attributable to Class 3 shares of the Fund issued to the Life Company.
The parties to this Agreement recognize and agree that the purpose of such
service fee is to reimburse the Life Company for expenditures made to financial
intermediaries for providing services to contract holders who are indirect
beneficial owners of Class 3 shares of the Fund. The parties to this Agreement
further recognize and agree that such services are not intended to relate to the
sale, promotion or marketing of the Class 3 shares of the Fund. Nothing herein
shall prohibit the Life Company from collecting service fees in any given year,
as provided hereunder, in excess of expenditures made during such year to
financial intermediaries for the above-referenced purposes.
2. The Portfolio may from time to time participate in directed brokerage
programs, approved by the Trustees, whereby a portion of the brokerage
commissions generated by the Portfolio may be used to make payments to
SunAmerica Capital Services, Inc. (the
"Distributor") to finance various distribution activities. This Plan shall cover
such payments to the
3. Life Company agrees to furnish the Fund, at least quarterly, written
reports for presentation to the Board as to amounts expended to financial
intermediaries for services to contract holders who are indirect beneficial
owners of Class 3 shares of the Fund and the purposes for which such
expenditures were made.
4. 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 of Trustees of the Fund,
including a majority of the Trustees who are not interested persons of the Fund
(the "Disinterested Trustees") as defined in Act, who have no direct or indirect
financial interest in the operation of the 12b-1 Plan or any agreement related
to it (the "12b-1 Trustees"), in the manner required by the Act.
5. 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) at 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 3 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 3 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.
6. This Addendum shall not be amended to increase materially the amount of
the service fee paid to the Life Company 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:
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Name:
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Title:
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[NAME OFVARIABLE SEPARATE ACCOUNT]
BY: [NAME OF LIFE INSURANCE COMPANY]
By:
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Name:
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Title:
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SUNAMERICA SERIES TRUST
By:
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Name:
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Title:
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Acknowledged and Agreed:
SUNAMERICA CAPITAL SERVICES, INC.
By: Dated:
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Name:
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Title:
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SCHEDULE A
PORTFOLIO(S)
Aggressive Growth Portfolio
Alliance Growth Portfolio
Blue Chip Growth Portfolio
Cash Management Portfolio
Corporate Bond Portfolio
Xxxxx Venture Value Portfolio
"Dogs" of Wall Street Portfolio
Emerging Markets Portfolio
Equity Index Portfolio
Equity Income Portfolio
Federal American Leaders Portfolio
Foreign Value Portfolio
Global Bond Portfolio
Global Equities Portfolio
Xxxxxxx Sachs Research Portfolio
Growth-Income Portfolio
Growth Opportunities Portfolio
High-Yield Bond Portfolio
International Diversified Equities Portfolio
International Growth and Income Portfolio
Xxxxxxx Growth Portfolio
MFS Massachusetts Investors Trust Portfolio
MFS Mid-Cap Growth Portfolio
MFS Total Return Portfolio
Xxxxxx Growth: Voyager Portfolio
Real Estate Portfolio
Small & Mid Value Portfolio
Small Company Value Portfolio
SunAmerica Balanced Portfolio
Technology Portfolio
Telecom Utility Portfolio
Worldwide High Income Portfolio
American Funds Growth SAST Portfolio
American Funds Global Growth SAST Portfolio
American Funds Growth-Income SAST Portfolio
American Funds Asset Allocation SAST Portfolio
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