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EXHIBIT 1.A.(3)(b)
GENERAL AGENCY AGREEMENT
This Agreement, effective as of the 3rd day of AUGUST, 1987, is made
between Royal Tandem Life Insurance Company (the "Company"), a New York
insurance company, and Xxxxxxx Xxxxx Life Agency Inc., a Washington
corporation, and the corporations listed together with their respective states
of incorporation on the signature pages hereof, (hereinafter referred to
collectively as the "General Agent").
I. APPOINTMENT
Subject to all the terms of this Agreement, the General Agent
is hereby appointed by the Company to represent it in the sale of the products
set forth in Appendix A (which is attached to and made part of this Agreement),
or supplements thereto executed by the Company and the General Agent, in any
jurisdiction in which the Company and the General Agent are both licensed and
in which the products may be legally sold.
The General Agent hereby accepts such appointment. The
Company and the General Agent agree that this Agreement is not an
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exclusive Agreement and no rights of exclusivity arise herefrom in favor of
either party.
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II. AUTHORIZATION
The General Agent is authorized to:
a. promote, market, solicit, sell and deliver policies
and contracts, collect and receive initial premiums
and considerations thereon, and perform any other act
specifically authorized by this Agreement or in
writing by the Company, and
b. appoint such sub-agents and solicitors, subject to
the approval of the Company, as the General Agent
deems necessary to conduct the General-Agency
business under this Agreement.
Neither the General Agent nor any sub-agent is authorized to
make, alter or discharge any policy or contract for the Company, waive charges,
lapses or forfeitures, name special rates, guarantee interest rates, policy
values or dividends, incur any debt or liability in the Company's name, or
otherwise bind the Company in any way, or under any circumstances to execute
any receipt for deferred or renewal premiums or considerations, or make any
endorsement on any policy or contract of the Company, or to receive any
payments due or to become due to the Company, except for initial premiums or
considerations on the policies and contracts covered by this Agreement. The
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Company shall maintain one or more administrative office(s) to which all policy
applications, premiums and policy service requests shall be referred by the
General Agent.
III. RELATIONSHIP
The General Agent is an independent contractor, and shall be
free to exercise independent judgment as to the time and manner of performing
the services authorized by this Agreement, subject to the limitations described
in this Agreement and to such rules and regulations as are now in effect or as
may hereafter be adopted from time to time respecting the conduct of the
Company's business and not interfering with the indicated freedom of action of
the General Agent. Nothing contained herein shall be construed as creating any
relationship other than that of independent contractor between the Company and
the General Agent, nor as creating any relationships of employer and employee
between the Company and any sub-agent or any employee of the General Agent or
any sub-agent, nor make any employee of the General Agent or any sub-agent
eligible to participate as a member in the Company's Group Insurance,
Investment or Retirement Plans nor shall any period under this Agreement be
counted as a period of membership under any of such Plans. Nothing contained
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in this Agreement shall restrict the General Agent from representing any other
insurer.
IV. EXPENSES
The General Agent shall pay all expenses whatsoever connected
with operating its business. The Company shall not be liable for any expenses
incurred by the General Agent or any sub-agent unless the Company has
specifically agreed in writing to pay such expenses.
V. NOTICE
A. The Company will give the General Agent the earliest
practicable notice in advance of any changes made with regard to products
marketed under this Agreement. If the decision to make changes with regard to
such products is not in response to legal or regulatory mandate, 30 days prior
written notice to the General Agent is required.
B. The Company will notify the General Agent within 10
days of its making public any actual or impending material adverse change in
the Company's financial condition, the financial condition of any subsidiary,
parent company or
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reinsurer, or if the "Best's" rating of the Company, any subsidiary, parent or
reinsurer has been or is to be lowered.
C. (1) Within 20 days after the Company has sent or
delivered the following reports to the pertinent regulatory agency, the Company
agrees to send or furnish the General Agent a copy of each such report actually
filed. The reports are:
(a) The Annual Statement of the Company filed
with the Company's State of domicile.
(b) The Quarterly Convention Statement of the
Company filed with the Company's state of
domicile.
(2) If the Company is part of an insurance holding
company system under the laws of its state of
domicile and subject to said laws, the Company agrees
to send, within 20 days of delivery to the pertinent
regulatory agency, copies of the following:
(a) Any amendments to the Company's Registration
Statement.
(b) The Company's Annual Report describing
transactions during the prior year with
entities within the holding company system.
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(c) Any requests for approval filed by the
Company with said regulatory agency with
respect to any proposed transaction(s)
between the Company and any entity within
the holding company system.
(d) If applicable, the 10-K report of the
Company's parent filed with the United
States Securities and Exchange Commission
("SEC").
(e) If applicable, the 10-Q report of the
Company's parent filed with the SEC.
D. Each party will notify the other of any regulatory or
administrative investigation or inquiry, claim or judicial proceeding or
customer complaint which may affect products marketed or services rendered
under this Agreement within 10 days of its receipt of notice of such action,
excluding, however, claims for benefits under a policy of application or
contests regarding the validity, enforceability, or construction of any policy
or application issued by the Company.
(1) Within 10 days after receipt by either party
of notice of any such investigation, claim, proceeding or customer complaint,
the party in receipt thereof will notify the other party by forwarding a copy
of all documents received in
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connection with the matter and will communicate to the other party additional
information it deems reasonably necessary to furnish the other party a complete
understanding of same.
(2) In the case of a customer complaint with
respect to the General Agent, any sub-agent or any company or person affiliated
with the General Agent or any sub-agent, the Company shall not take any final
action with respect to such complaint without prior consultation with the
General Agent.
(3) For the purposes of this Agreement, the term
"customer complaint" shall mean a written communication either directly from a
purchaser or his legal representative or indirectly from a regulatory agency to
which he or his legal representative has written, expressing a grievance.
(4) Each party agrees to cooperate fully with the
other in any administrative or regulatory investigation or inquiry, claim or
judicial proceeding or customer complaint regarding products marketed or
services rendered under this Agreement.
E. Any change in interest rates for new contracts or
renewals will be confirmed in writing to the General Agent.
F. Any written notice under this Agreement shall be
deemed to have been given when delivered personally or when
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mailed by first class mail, postage prepaid, or sent by prepaid telegram to the
address of record of the recipient with the sender.
The initial addresses of record of the parties are as follows:
Xxxxxxx Xxxxx Life Agency Inc.
000 Xxxxxxxx Xxxx Xxxx
Xxxxxxxxxx, Xxx Xxxxxx 00000
Attention: Xxxxxx X. XxXxxxxxxx, Xx.
Royal Tandem Life Insurance Company
0000 Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxx X. XxXxxxxxx
XX. COMPENSATION
A. The Company will from time to time publish
Compensation Schedules, which shall, when published, become a part of this
Agreement. Each Compensation Schedule shall have a stated effective date,
which shell be no earlier than the date of its delivery to the General Agent.
Each Compensation Schedule shall contain compensation information pertaining to
one or more
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products, and may contain rules and conditions relating to the sales of such
products and the compensation therefor. Each Compensation Schedule shall apply
to the payment by the Company to the General Agent for all products covered by
such Compensation Schedule on and after its effective date.
B. The Company will send a Statement of Account,
including overrides and any agreed expense reimbursement allowances, for the
preceding month to the General Agent within 15 days after the end of each month
and pay to the General Agent any net monies found to be due under the terms of
this Agreement within 30 days thereafter.
VII. TERRITORY, WITHDRAWAL OF BUSINESS AND POLICY FORMS, LICENSING
The Company, upon 10 days prior written notice to the General
Agent, may stop doing business in any state or territory and withdraw any
policy or contract forms from the General Agent. The Company may suspend the
sale of any policy or contract upon notice to the General Agent.
The General Agent will be responsible for securing the
licensing and making the formal appointment of its sub-agents.
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At the General Agent's request, the Company will furnish reasonable cooperation
in connection therewith.
VIII. BOOKS, RECORDS
A. The Company and its designees shall have the right,
during normal business hours and upon 10 days prior written notice, to inspect
the books and records of the General Agent or any sub-agent relating solely to
the business contemplated by this Agreement. The General Agent shall have the
same right to inspect the books and records of the Company.
B. The Company shall furnish the General Agent with
specimen forms required by regulations, such 25 replacement analysis forms, and
disclosure material required for use in connection with the sale of the
Company's products.
C. The Company shall furnish the General Agent with
current customer data such as names, addresses and policy terms as reasonably
requested.
D. Any unused policies, forms, applications and other
supplies furnished by the Company to the General Agent shall always remain the
property of the Company and shall be accounted for and returned by the General
Agent to the Company on demand.
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E. From time to time, the Company may develop and make
available to the General Agent computer software or related materials
("Software"), in magnetic, written or other form, to be used in connection with
the sale of the Company's products. The Company hereby grants the General
Agent a non-exclusive, royalty-free license to use any such Software in
connection with the performance of its obligations hereunder. The Company
warrants that it has the right to grant such license. The General Agent agrees
not to copy such Software, except as required to perform its obligations
hereunder, nor to generate or obtain written copies of such Software supplied
in magnetic form and to return all such Software and all copies thereof upon
demand or upon the termination of this Agreement.
IX. PRODUCT NAMES
A. The Company hereby represents and warrants that the
Company has the right to use any product name being used by the Company in
connection with this Agreement.
B. The Company shall indemnify and defend the General
Agent from and against any and all claims (including the costs of reasonable
attorneys' fees, investigation and defense of such claims) for infringement of
the rights of third parties with
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respect to the use of any of the Company's product names in connection with
this Agreement.
C. Each party shall notify the other promptly in writing
of any and all allegations or claims by others cf which it may become aware
that the use of any of the Company's product names infringes any trademark or
service xxxx, violates any property right of a third party, or violates or is
contrary -- to any law, regulation, order, consent, or the like. The
indemnification provided for in the preceding paragraph shall not apply if the
General Agent has failed to furnish such prompt notification with respect to
the claim giving rise to the indemnification, and the Company has been
prejudiced by such failure. The Company shall notify the General Agent of the
settlement or other outcome of any such claim or suit.
X. INDEMNIFICATION
A. The Company shall indemnify and hold the General
Agent and any sub-agent, director, officer, employee or agent thereof harmless
against and from all civil liability, including attorneys' fees and costs of
investigation and defense incident thereto arising as a result of errors,
omissions, negligence, misrepresentation or wrongful action of the Company,
including
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failure to comply with any provision of this Agreement or with any applicable
federal law or regulation, state law or regulation, administrative rule or
regulation, or rule of any applicable self-regulatory organization. The General
Agent shall indemnify and hold the Company and any director, officer, employee
or agent thereof, harmless against and from all civil liability, including
attorneys' fees and costs of investigation and defense incident thereto arising
as a result of errors, omissions, negligence, misrepresentation or wrongful
action of the General Agent or sub-agents including failure to comply with any
provision of this Agreement or with any applicable federal law or regulation,
state law or regulation, administrative rule or regulation, or rule of any
applicable self-regulatory organization. This Section X will survive the
termination of this Agreement.
XI. CUSTOMER CONFIDENTIALITY
The Company shall not disclose the names and addresses of the
General Agent's customers and applicants to any other insurance company,
investment adviser, or securities broker dealer (including affiliates of the
Company) nor to any agent, agency manager, broker or other sales representative
of such
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companies. The Company may not, without the General Agent's consent, solicit
any of such customers and applicants for any of the Company's products. Routine
communication including renewal notices, premium statements, lapse notices,
reinstatement notices, conservation letters and other contacts with existing or
recently lapsed policy or contract holders regarding these policies or
contracts shall, however, be permitted. This section is not intended to limit
the right of the Company to enter into administration and servicing agreements
with other companies (including affiliates) under which technical and
administrative personnel may have access to certain names and addresses in the
ordinary course of business. Such agreements will provide for the preservation
or the confidentiality of this information.
XII. GENERAL PROVISIONS
A. No assignment of this Agreement shall be valid; no
commissions or any other payments to accrue hereunder shall be assigned or
transferred in whole or in part without the written consent of the Company.
Such consent will not be unreasonably withheld.
C. The first premium or consideration on any policy or
contract covered by this Agreement is due and payable to the
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Company immediately upon collection. The General Agent shall immediately remit
to the Company all payments received or collected on behalf of the Company; all
such payments received or collected on behalf of the Company by the General
Agent shall be considered trust funds held for the benefit of the Company.
Nothing herein shall limit the Company's discretion to accept or reject any
application for the purchase of any of its products.
C. Neither the General Agent nor any sub-agent shall pay
or allow any inducement not Specified in the policy or contract, nor rebate any
premium or consideration or portion thereof, in any manner whatsoever
D. The General Agent will perform any investigation
required by the law of the jurisdiction in which any sub-agent's license is
sought. The General Agent vouches for the character, competence and
qualifications of each sub-agent appointed as contemplated by this Agreement.
The General Agent will be responsible for all acts and omissions of each
sub-agent relating to any activities of such sub-agent with respect to the sale
of the Company's products during any period of license. Neither the General
Agent nor any sub-agent will solicit applications for business for the Company
in any jurisdiction in which the Company, the General Agent and the sub-agent
are not each duly
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licensed, nor use any stationery, letterhead, business card or other similar
item which refers to the Company in conjunction with any product which is not
product of the Company.
E. The Company, subject to the duty of prior
consultation in Clause Y. A. 2. hereof, shall have the right to decide, and to
settle, any claim or claims of applicants, policyholders, agents, brokers or
others against the General Agent or the Company in connection with any
transaction arising from this Agreement. If such settlement results in the
recession of a policy and the total or partial refund of premiums and
considerations previously paid, the General Agent shall return to the Company
all commissions resulting from such premiums and considerations (and the
General Agent shall not be paid any commissions resulting from such premiums
and considerations which commissions have been accrued but not paid). If such
settlement results in a payment other than a refund of premiums and
considerations, the Company reserves the right to seek recovery of the amount
of such payment if the underlying claim resulted from alleged acts or omissions
of the General Agent or any sub-agent. If any proceeding brought to enforce
such right of recovery, the reasonableness of the Company's settlement with the
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original claimant shall be presumed in the absence of clear and convincing
evidence proving the contrary.
F. The Company may offset any amount claimed by it
under this Agreement against any account payable by the Company to the General
Agent; if there be nothing payable to the General Agent by the Company, any
such amount shall be the indebtedness of the General Agent and will survive
termination of this Agreement.
G. Nothing in this Agreement shall be deemed to impose
any limitation on the right of the Company immediately to terminate any
sub-agent and the Company's licensing or sponsoring thereof under the law of
any state, with or without cause and with or without notice, and to require the
General Agent immediately to terminate any agreement or relationship between
the General Agent and any such sub-agent to the extent necessary to preclude
any such sub-agent from representing the Company; any written agreements
between the General Agent and its sub-agents must so provide.
H. This Agreement, together with its attachments,
contains the entire Agreement between the parties concerning any transactions
entered into on or after the date hereof and supersedes any and all prior oral
or written agreements or
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understandings relating to the subject matter hereof. This Agreement may be
amended, modified or waived, in whole or in part, only by a writing signed by
the party against whom enforcement thereof is sought. This Agreement shall be
binding on the parties' respective successors and assigns.
I. Forbearance, neglect or failure of either party to
enforce strict compliance with any or all provisions of this Agreement shall
not waive any such provision or release the other party hereto in any way. A
waiver of a past act or circumstance subsequent action or circumstance.
J. This Agreement shall be construed and enforced
according to the laws of the State of New York.
K. For convenience, this instrument may be executed in
one or more counterparts, each of which shall be deemed in all respects an
original.
ROYAL TANDEM LIFE INSURANCE COMPANY
By: /s/ XXXXXXXX XXXXXX
---------------------------------
(Name) Xxxxxxxx Xxxxxx
Vice President
---------------------------------
(Title)
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XXXXXXX XXXXX LIFE AGENCY, INC.
A Washington Corporation
By: /s/ XXXXXX X. XXXXXXXXXX, XX.
---------------------------------
(Name) Xxxxxx X. XxXxxxxxxx, Xx.
Senior Vice President
---------------------------------
(Title)
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COMPENSATION SCHEDULE
This schedule is an addendum to the General Agency Agreement between the Royal
Tandem Life Insurance Company (the "Company") and Xxxxxxx Xxxxx Life Agency,
Inc. ("General Agent") and applies to the contracts listed below on and after
the effective dates listed for such contracts, when issued by the Company and
placed by agents licensed by the Company who are also sub-agents of the General
Agent.
The General Agent agrees to refund to the Company any commissions attributable
to policies or contracts NTO'd or wholly or partially surrendered during the
first policy year. The charge to the General Agent will be equal to 100% of
monies paid on any portion of the premium surrendered during the first six
months and 50% of any portion of the premium surrendered during the second six
months. For partial surrenders, the recovery will be based on the amount
surrendered less the 10% free corridor amount. There will be no charge back as
a result of the death of the annuitant.
Policy/Contract Form Number Commission Effective Date
Single Premium Alt 1 SPDA-RT-85B 3.5% 8-3-87
Deferred Annuity Alt 2 SPDA-RT-85
Alt 3 SPDA-RT-85A
XXXXXXX XXXXX LIFE AGENCY, INC. ROYAL TANDEM LIFE INSURANCE COMPANY
By: /s/ XXXXXX X. XXXXXXXXXX, XX. By: /s/ XXXXX XXXXXXXXX
------------------------------- ----------------------------
Xxxxxx X. XxXxxxxxxx, Xx. Xxxxx XxXxxxxxx
Title: Senior Vice President Title: Senior Vice President
Dated: October 22, 1987 Date: November 9, 1987
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POLICY/CONTRACT FORM NUMBER COMMISSION EFFECTIVE DATE
Modified Guaranteed RT-MVA-90 3.5% 11/01/90
Annuity
XXXXXXX XXXXX LIFE AGENCY, INC. ROYAL TANDEM LIFE INSURANCE COMPANY
By: /s/ XXXXXX X. XXXXXXXXXX, XX. By: /s/ XXXX X. XXXXXXXXX
------------------------------- ----------------------------
Xxxxxx X. XxXxxxxxxx, Xx. Xxxx X. Xxxxxxxxx
Title: Senior Vice President Title: Vice President
Dated: December 27, 1990 Date: December 27, 1990
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AMENDMENT ONE
To
COMPENSATION SCHEDULE
This schedule is an addendum to the General Agency Agreement between the Royal
Tandem Life Insurance Company (the "Company") and Xxxxxxx Xxxxx Life Agency,
Inc. ("General Agent") and applies to the contracts listed below on and after
the effective dates listed for such contracts, when issued by the Company and
placed by agents licensed by the Company who are also sub-agents of the General
Agent.
The General Agent agrees to refund to the Company any commissions attributable
to policies or contracts NTO-d or wholly or partially surrendered during the
first policy year. The charge to the General Agent will be equal to 100% of
monies paid on any portion of the premium surrendered during the first six
months and 50% of any portion of the premium surrendered during the second six
months. For partial surrenders, the recovery will be based on the amount
surrendered less the 10% free corridor amount. There will be no charge back as
a result of the death of the annuitant.
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Effective
Policy/Contract Form Number Commission Date
Single Premium Alt 1 SPDA-RT-85B 3.5% 8-3-87
Deferred Annuity Alt 2 SPDA-RT-85
Atl 3 SPDA-RT-85A
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AMENDMENT TWO
TO
COMPENSATION SCHEDULE
For Sale of Variable Life Insurance Policies
This schedule is an addendum to the General Agency Agreement between the Royal
Tandem Life Insurance Company ("Company") and Xxxxxxx Xxxxx Life Agency Inc.
("General Agent") and applies to the policies listed below on and after the
effective date set forth below, when issued by the Company and placed by agents
licensed by the Company who are also sub-agents of the General Agent.
Effective 1/1/91
FLEXIBLE PREMIUM POLICY
Policy
Year COMMISSION
Prime Plan VII "Investor"
(Forms MEP87(Y) & MF.PS87(NY))
(% of Aggregate Premiums paid into the base Flexible Premium Life Policy)
First $1,000,000 1 3.50%
Next $2,500,000 3.50
Excess 3.00
First $1,000,000 2-15 3.50
Next $2,500,000 3.50
Excess 3.00
Prime Plan VII "7"
Prime Plan VII "Combo"
(Forms MFP87(NY))(MLPFS 87(NY))
(% of Aggregate Premiums paid into the base Flexible Premium Life Policy)
First $1,000,000 1 9.50%
Next $2,500,000 7.50
Excess 5.50
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First $1,000,000 2-15 6.35
Next $2,500,000 4.35
Excess 2.35
*Combo is the Prime Plan VII "7" sold along with the SPIAR
RIDERS FOR FLEXIBLE PREMIUM POLICIES
SPIAR
(Annuity Rider)
(% of premium paid for Single Premium Immediate Annuity Certain)
1 3.50%
Directed Life/2
(Form MSCP87) (45))
5 Pay - LPU @ 85
Scheduled Payments
Contract Payment Total
Year Period Commission
1 9 35.20
10 38.40
11-15 47.60
16-20 54.40
21-LPU@85 55.00
2 5-8 4.50
9-10 6.50
11-20 8.00
21-LPU@85 10.25
3-7 5-8 4.00
9-LPU@85 6.00
8-15 5-LPU@85 3.00
16+ 5-LPU@85 0.00
Unscheduled Payments
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Contract
Year Total Commission
1-15 4.50%
16+ 1.50*
* Service Fee
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LPU @ 95 - (Plans A and B - Ages less than 55) (Form MSCP87(45))
Scheduled Payments
Contract
Year Total Commission
1 55.00%
2 10.25
3-7 7.50
8-15 3.00
16+ 0.00
Unscheduled Payments
Contract
Year Total Commission
1-15 4.50%
16+ 1.50*
* Service Fee
LPU @ 95 - (Plans A and B - Ages 55 and over) (Form MSCP87(45))
Scheduled Payments
Contract
Year Total Commission
1 55.00%
2 10.25
3-7 10.25
8-15 3.00
16+ 0.00
Unscheduled Payments
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Contract
Year Total Commission
1-15 4.50%
16+ 1.50*
* Service Fee
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LPU @ 95 - (Plan C) (Form MCP87(45))
Scheduled Payments
Contract
Year Total Commission
1 55.00%
2 10.25
3-7 10.25
8-15 3.00
16+ 0.00
Unscheduled Payments
Contract
Year Total Commission
1-15 4.50%
16+ 1.50*
* Service Fee
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1. RELATIONSHIP
With respect to the offer and sale or variable life policies, it is
understood that General Agent is associated with Xxxxxxx Lynch,
Pierce, Xxxxxx & Xxxxx Inc. ("MLPF&S"). It is further understood that
MLPF&S is a registered broker-dealer under the Securities Exchange Act
of 1934 and a member of the National Association of Securities
Dealers, Inc., that the agents or representatives of General Agent
that will be soliciting applications for the Policies also will be
registered representatives of MLPF&S, and that MLPF&S also will be
responsible for training, supervision, and control of the agents or
representatives selling the Policies and for otherwise complying with
applicable federal and state securities law requirements applicable to
it in connection with the sale of the Policies by its associated
persons.
2. LICENSING AND APPOINTMENT
a. No agent or representative of General Agent shall solicit
applications for the Policies until duly licensed and
appointed by the Company as a life insurance agent of the
Company in the appropriate states or other jurisdictions.
b. General Agent shall ensure that such agents or
representatives fulfill any training requirements necessary
to be so licensed.
c. General Agent also understands that agents or representatives
of General Agent selling the Policies must have variable
contract licenses where required and that certain states
require that a special variable life insurance examination be
passed by an agent before he can solicit applications for the
Policies.
d. It is understood that the Company reserves the right to
refuse to appoint any proposed agent, or once appointed, to
thereafter terminate the same.
3. SOLICITATION
General Agent also understands and acknowledges that neither it nor
its agents or representatives is authorized by MLPF&S
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or the Company to give any information or make any representation in
connection with this Agreement or the offering of the Policies other
than those contained in the Prospectuses or other solicitation
material authorized in writing by MLPF&S.
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SIGNATURES
ML Life Insurance Company of New York
By /s/ XXXXX X. XXXXXXXX
-----------------------------------
Xxxxx X. Xxxxxxxx
Title Senior Vice President, General
-----------------------------------
Counsel, and Secretary
-----------------------------------
ML Life Agency Inc.,
A Texas Corporation
By /s/ XXXXXXX X. XXXXXXX
-----------------------------------
Xxxxxxx X. Xxxxxxx
Title Chairman of the Board and
-----------------------------------
President
-----------------------------------
Xxxxxxx Xxxxx Life Agency, Ltd., A Mississippi Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Alabama Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Arizona Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Arkansas Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Idaho Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Illinois Corporation
Xxxxxxx Xxxxx Life Agency of Maine, Inc., A Maine Corporation
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Xxxxxxx Xxxxx Life Agency, Inc., A Massachusetts Corporation
Xxxxxxx Xxxxx Life Agency, Inc., A Montana Corporation
Xxxxxxx Xxxxx Life Agency, Inc., A New Mexico Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Ohio Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Oklahoma Corporation
Xxxxxxx Xxxxx Life Agency, Inc., A Puerto Rico Corporation
Xxxxxxx Xxxxx Life Agency, Inc., A South Dakota Corporation
Xxxxxxx Xxxxx Life Agency, Inc., A Wyoming Corporation
Xxxxxxx Xxxxx Life Agency, Inc., A Virgin Islands Corporation
By /s/ XXXXXXX X. XXXXX
-----------------------------------
Xxxxxxx X. Xxxxx
Title Vice President
-----------------------------------
Xxxxxxx Xxxxx Life Agency, Inc., A Washington
Corporation
By /s/ XXXXXXX X. XXXXX
-----------------------------------
Xxxxxxx X. Xxxxx
Title Senior Vice President
-----------------------------------
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ML LIFE INSURANCE COMPANY OF NEW YORK
AMENDMENT 3 TO GENERAL AGENCY
AGREEMENT
The General Agency Compensation Schedule to the General Agency Agreement
dated August 3,1987 between ML Life Insurance Company of New York ("MLLICNY")
and Xxxxxxx Xxxxx Life Agency, Inc., et al. ("MLLA") is hereby amended due to,
and as of the introduction of new products, such date being _______________.
This schedule applies to the policies and contracts listed below on and
after the effective dates listed for such policies and contracts, when issued
by MLLICNY, and placed by agents who were licensed by MLLICNY and who were also
agents of MLLA. MLLA agrees to refund to MLLICNY any commissions attributable
to policies or contracts NTO'd or wholly or partially surrendered during the
first six months and 50% on any portion of the premium surrendered during the
second six months. There will be no charge back as a result of the death of the
insured/annuitant.
POLICY/CONTRACT COMMISSION EFFECTIVE DATE
INVESTOR LIFE
(Single or Joint and Last Survivor)
Flexible Premium Variable
Life Insurance
First Year
First $1,500,000 3.50%
Next $2,500,000 3.50%
Excess Over $4,000,000 3.00%
INVESTOR LIFE PLUS
(Single or Joint and Last Survivor)
Flexible Premium Variable Life Insurance
First Year
First $1,500,000 9.50%
Next $2,500,000 7.50%
Excess Over $4,000,000 5.50%
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Renewal Years (2-15)(1)
First $1,500,000 6.35%
Next $2,500,000 4.35%
Excess Over $4,000,000 2.35%
SPIAR Annuity Rider
All $$$ 3.50%
Flexible Premium Variable Annuity
Initial Premium
(Separate Account A*) 3.50%
Internal 1035 Exchanges(2) 3.50%
Additional Premiums 3.50%
* Note: There are no commissions paid on Separate Account B
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1/ A Service Fee of 2.00% will be paid after year 15
2/ When one produce is exchanged for another within MLLICNY
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SIGNATURES
ML Life Insurance Company of New York
By
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Xxxxx X. Xxxxxxxx
Title Senior Vice President, General
-----------------------------------
Counsel, and Secretary
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ML Life Agency Inc.,
A Texas Corporation
By
-----------------------------------
Xxxxxxx X. Xxxxxxx
Title Chairman of the Board and
-----------------------------------
President
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Xxxxxxx Xxxxx Life Agency, Ltd., A Mississippi Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Alabama Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Arizona Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Arkansas Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Idaho Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Illinois Corporation
Xxxxxxx Xxxxx Life Agency of Maine, Inc., A Maine Corporation
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Xxxxxxx Xxxxx Life Agency, Inc., A Massachusetts Corporation
Xxxxxxx Xxxxx Life Agency, Inc., A Montana Corporation
Xxxxxxx Xxxxx Life Agency, Inc., A New Mexico Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Ohio Corporation
Xxxxxxx Xxxxx Life Agency, Inc., An Oklahoma Corporation
Xxxxxxx Xxxxx Life Agency, Inc., A Puerto Rico Corporation
Xxxxxxx Xxxxx Life Agency, Inc., A South Dakota Corporation
Xxxxxxx Xxxxx Life Agency, Inc., A Wyoming Corporation
Xxxxxxx Xxxxx Life Agency, Inc., A Virgin Islands Corporation
By
-----------------------------------
Xxxxxxx X. Xxxxx
Title Vice President
-----------------------------------
Xxxxxxx Xxxxx Life Agency, Inc., A Washington
Corporation
By
-----------------------------------
Xxxxxxx X. Xxxxx
Title Senior Vice President
-----------------------------------
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