VARIABLE ANNUITY AND LIFE INSURANCE DISTRIBUTION AGREEMENT
This Variable Annuity and Life Insurance Distribution Agreement ("Agreement") by
and between IDS Life Insurance Company of New York ("IDSLNY"), a New York
corporation, and IDS Financial Services, Inc. ("IDS"), a Delaware corporation,
with respect to the sale of variable annuity and life insurance contracts in the
State of New York, all in consideration of the premises and the mutual
agreements herein contained,
WITNESSETH THAT:
1. IDSLNY is licensed in the State of New York by the New York Insurance
Department to conduct a life insurance, annuities, and accident and health
insurance business. IDS Life of New York has established several separate
accounts, ("the Accounts"), for the purpose of providing variable annuity
contracts and life insurance policies. IDSLNY was organized under the laws of
the State of New York and will secure all necessary approvals from the
Superintendent of Insurance to sell its variable annuity contracts in New York.
2. IDS is registered with the National Association of Securities Dealers, Inc.
("NASD") as a broker-dealer under the Securities Exchange Act of 1934 ("1934
Act") and is qualified to do business as a foreign corporation in the State of
New York. It will seek approval from the New York Superintendent of Insurance to
sell variable annuity contracts and life insurance policies as agent for IDSLNY.
3. IDSLNY hereby appoints IDS to solicit and procure, within the State of New
York, applications for variable annuity contracts and life insurance policies to
be issued by IDS Life of New York through the Accounts. As used herein, the term
"variable annuity contract" or "variable life insurance policy" means any
annuity contract or life insurance policy under which all or any part of the
benefits may be paid on a variable basis.
4. No person affiliated with IDS shall offer or sell IDSLNY variable annuity
contracts or life insurance policies unless duly licensed (a) as an "associated
person" of IDS pursuant to the 1934 Act, and not subject to a bar or suspension
order thereunder and (b) as an insurance agent for IDSLNY under the New York
Insurance Law. Such qualification and licensing shall be the sole responsibility
of IDS.
5. Sales compensation of IDS managers and financial planners with respect to
each IDSLNY variable annuity contract or life insurance policy sold shall be
paid in accordance with compensation schedules published from time to time by
IDS. Any compensation payable shall be subject to the terms and conditions
contained in the form of agreements between IDS and its managers and financial
planners, as amended.
6. It is agreed, with respect to those services which are to be provided to
IDSLNY upon an allocated cost basis by IDS, that any such method of allocation
or classification of expenses incurred or services rendered shall be in
conformance with Regulation 33 of the New York Insurance Department. If at any
time either IDSLNY or IDS can reasonably demonstrate that any method of
allocation is more equitable in conformance with such Regulation 33, the current
method of allocation shall then be subject to renegotiation. In any event,
review of all expenses for the year will be made annually, to make all necessary
adjustments in the amounts billed hereunder in order to conform them with the
amount of such expenses actually incurred.
7. For the solicitation of applications by IDS through its financial planners,
and for the motivational and supervisory services and field training services
performed by IDS, IDSLNY will reimburse IDS for the compensation it becomes
obligated, by reason of IDSLNY's variable annuity or life insurance business,
to pay to its financial planners, supervisors, managers and field trainers,
pursuant to written agreements with such persons; provided, however, that such
agreements have been approved in advance by IDSLNY and comply in all respects
with the insurance laws and regulations of the State of New York: and provided,
further, that IDS hereby agrees that any such agreement will be terminated or
modified by it upon direction of IDSLNY. IDS agrees to hold IDSLNY harmless
from any claim for compensation by any such financial planner or field trainer,
or by any manager or supervisor with respect to his services on behalf of IDS
as contemplated in this agreement
8. IDSLNY agrees to pay IDS its allocated portion of IDS's cost with respect to
variable annuities and life insurance in maintaining and providing so many
division sales offices as may reasonably be required, suitably located and
appointed; staffing each such office with personnel capable of providing
secretarial, filing, and telephone answering services to the sales force;
providing communication services, such as telephone, distribution of mail,
mailing, maintenance of supplies of forms and sales literature, etc., conducting
training schools and sales office training, as needed: supplying the services of
the IDS training and development staff in providing technical assistance and
training with respect to employer-related marketing efforts; developing and
producing audiovisual training aids, and providing technical assistance in the
use thereof; providing technical assistance and training with respect to special
markets; and, generally, providing complete training service and monitoring of
field training activities.
9. In recognition of the fact that IDS, as a trainer for IDSLNY, incurs certain
overhead or "cost of doing business" expenses which are not directly allocable
to specific variable annuity or life insurance services provided by it to
IDSLNY, IDSLNY agrees to pay IDS a subsistence fee, determined on an equitable
and uniform allocation in conformance with Regulation 33 of the New York
Insurance Department, but without any provision for profit by IDS. It is agreed
that the amount of such fee should be included in all amounts billed to IDSLNY
under this agreement, and shall be subject to annual or more frequent review and
negotiation by IDSLNY.
10. IDS assumes full responsibility for the supervision of its associated
persons in all their activities covered by this agreement.
11. IDSLNY may conduct training programs for IDS sales managers and financial
planners at times and places to be agreed upon, for the purpose of familiarizing
IDS personnel with the provisions of IDSLNY contracts, desirable sales
techniques and administrative procedures
12. IDSLNY will supply IDS with reasonable quantities of current prospectuses as
filed with the Securities and Exchange Commission, quarterly reports, and other
sales material. In selling IDSLNY contracts, IDS shall use only sales material
which has been approved by IDSLNY and filed with the NASD.
13. Purchase applications, IDSLNY prospectus receipts, other IDSLNY forms and
payments received by IDS financial planners will be promptly forwarded to the
appropriate IDS division office. IDS will conduct a review to determine the
suitability of the sale. IDS financial planners shall follow established IDSLNY
procedures regarding forms, applications, prospectus receipts, and other such
matters of administration. After IDS has conducted its review, it will forward
all relevant material, including any of its own completed forms, to IDSLNY's
home office. IDSLNY will then make a decision whether to accept or reject the
variable annuity or life insurance application.
14. Upon issuance, each variable annuity contract or life insurance policy sold
through IDS will be mailed directly from IDS Life of New York to the appropriate
IDS Division Office or to the financial planner for personal delivery to the
policyholder.
15. Except as otherwise provided in the Agreement, all standard IDSLNY
administrative procedures will be followed. IDSLNY will, whenever appropriate,
advise IDS of such procedures.
16. This agreement may be terminated at any time by mutual agreement of the
parties, or by thirty day notice given by either to the other.
17. This agreement shall become effective July 1st, 1987, subject to applicable
regulatory approvals, and shall supersede all prior agreements between the
parties hereto regarding the distribution of variable insurance policies or
contracts.
18. This agreement shall be governed by New York Law.
IDS Life Insurance Company of New York
BY ________________________________
Vice-President
IDS Financial Services, Inc.
BY ________________________________
Vice-President
