Amendment No. 1 to Participation Agreement
Exhibit 99.(8)(q)3
Amendment No. 1 to
This Amendment No. 1 to that certain Participation Agreement (the “Agreement”) dated as of December 1, 2008 among National Life Insurance Company (the “Company”), ▇▇▇ ▇▇▇ VIP Trust (f/k/a ▇▇▇ ▇▇▇ Worldwide Insurance Trust) (the “Trust”), ▇▇▇ ▇▇▇ Associates Corporation (the “Adviser”) and ▇▇▇ ▇▇▇ Securities Corporation (the “Underwriter”) is effective April 1, 2016.
WHEREAS, the Company, Trust, Adviser and Underwriter (each a “Party” and, together, the “Parties”) desire to amend the Agreement; and
NOW THEREFORE, in consideration of the mutual covenants hereinafter set forth, and intending to be legally bound, the Parties agree as follows:
1. Article XII of the Agreement is hereby amended and restated by revising the addresses of the Fund, Underwriter and Adviser as follows:
“If to the Fund:
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Attention: General Counsel
If to Underwriter:
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Attention: General Counsel
If to Adviser:
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Attention: General Counsel”
2. Schedule B to the Agreement is hereby amended and restated in its entirety as follows:
“SCHEDULE
B
Name of Fund
· Each Series of ▇▇▇ ▇▇▇ VIP Trust — Initial Class
· Each Series of ▇▇▇ ▇▇▇ VIP Trust — Class S
12b-1 Fees
· Initial Class: None
· Class S: Class S shares of each series of ▇▇▇ ▇▇▇ VIP Trust are subject to an annual distribution and/or service fee (“Rule 12b-1 fee”) of 0.25% of average daily net assets of the class payable quarterly. For the avoidance of doubt, to the extent the 12b-1 Plan for a Fund is terminated or modified, the Rule 12b-1 fee as set forth herein shall be modified accordingly.
3. Except as specifically set forth herein, all other provisions of the Agreement shall remain in full force and effect.
(Signature Page to follow)
Each of the parties hereto has caused this Amendment to be executed in its name and behalf by its duly authorized officer.
|
National Life Insurance Company |
| |
|
|
| |
|
|
| |
|
By: |
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇ |
|
|
Name: |
▇▇▇▇▇ ▇▇▇▇▇▇ |
|
|
Title: |
Vice President — Product Strategy & Innovation |
|
|
|
|
|
|
|
|
|
|
▇▇▇ ▇▇▇ Securities Corporation |
| |
|
|
| |
|
|
| |
|
By: |
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ |
|
|
Name:▇▇▇▇▇ ▇. ▇▇▇▇▇ |
| |
|
Title: |
SVP & CFO |
|
|
|
|
|
|
|
|
|
|
▇▇▇ ▇▇▇ Associates Corporation |
| |
|
|
| |
|
|
| |
|
By: |
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ |
|
|
Name:▇▇▇▇▇ ▇. ▇▇▇▇▇ |
| |
|
Title: |
SVP & CFO |
|
|
|
|
|
|
|
|
|
|
▇▇▇ ▇▇▇ VIP Trust |
| |
|
|
| |
|
|
| |
|
By: |
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ |
|
|
Name:▇▇▇▇▇ ▇. ▇▇▇▇▇ |
| |
|
Title: |
SVP & CFO |
|