AMENDMENT NO. 1
FUND PARTICIPATION
The Fund Participation (the "Agreement"), dated January 10, 2013, by and
among Forethought Life Insurance Company ("Insurance Company"), for itself and
on behalf of one or more separate accounts of the Insurance Company, American
Funds Distributors, Inc. ("AFD"), American Funds Service Company ("Transfer
Agent"), Capital Research and Management Company ("CRMC"), and the American
Funds Insurance Series (the "Series"), is hereby amended. All capitalized terms
used herein and not otherwise defined shall have the meaning ascribed such terms
in the Agreement.
For good and valuable consideration received and acknowledged by the
parties, effective , 2015, the Agreement is amended as follows:
1. The first sentence of Section 1(a.) is hereby deleted and replaced with
the following:
"As distributor of the Series, AFD agrees to make Class 4 and Class P2
shares of the Funds that offer such share class(es) available to the
Insurance Company for itself and on behalf of the Separate Accounts on the
attached Exhibit B pursuant to the terms of the Agreement. Insurance
Company agrees to give the Series and CRMC at least (thirty) 30 days'
notice prior to adding any additional Funds or share classes of a Fund as
underlying investment options to the Contracts. AFD reserves the right to
approve any proposed addition by the Insurance Company."
2. Exhibit A is deleted in its entirety
3. Section 40 is hereby deleted in its entirety and replaced with the
following:
"40. CONFIDENTIALITY OF HOLDINGS INFORMATION. The Insurance Company may
receive certain holdings information (the "Holdings Information") related
to the Funds on a daily, weekly, monthly or other periodic basis from the
Series, CRMC or one of their designees in order to help evaluate the Funds
for inclusion in the Contracts and to evaluate and coordinate with
Insurance Company's internal hedging program (the "Purpose"). Insurance
Company agrees that the Holdings Information is confidential and may only
be used by Insurance Company for the Purpose. Insurance Company agrees
that it (a) will hold any and all Holdings Information it obtains in
strictest confidence; (b) may disclose or provide access to its employees
who have a need to know and may make copies of Holdings Information only
to the extent reasonably necessary to carry out the Purpose; (c) currently
has, and in the future will maintain in effect and enforce, rules and
policies to protect against access to or use or disclosure of Holdings
Information other than in accordance with this Agreement, including
without limitation written instruction to and agreements with employees
and agents who are bound by an obligation of confidentiality no less
stringent than set forth in this Agreement to ensure that such employees
and agents protect the confidentiality of Holdings Information; (d) will
instruct its employees and agents not to disclose Holdings Information to
third parties, including without
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limitation customers, sub-contractors or consultants; and (e) will notify
the Series and CRMC immediately of any unauthorized disclosure or use, and
will cooperate with them in taking action to ensure that the Holdings
Information is not used by such receiving party. Without limiting the
foregoing, Insurance Company shall use at least the same degree of care,
but no less than reasonable care, to avoid disclosure or use of this
Holdings Information as it employs with respect to its own confidential
information of a like importance.
4. All other terms and provisions of the Agreement not amended herein shall
remain in full force and effect.
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the date
written above.
FORETHOUGHT LIFE INSURANCE COMPANY
for itself and on behalf of the Separate Account
By:
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Name:
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Title:
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AMERICAN FUNDS DISTRIBUTORS, INC.
By:
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Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Secretary
AMERICAN FUNDS INSURANCE SERIES
By:
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Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Executive Vice President and
Principal Executive Officer
AMERICAN FUNDS SERVICE COMPANY
By:
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Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title: Secretary
CAPITAL RESEARCH AND MANAGEMENT COMPANY
By:
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Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Senior Vice President and Secretary
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