Amendment No. 5 to Participation Agreement (Columbia)
Exhibit 8(i)(10)
Amendment No. 5 to Participation Agreement (Columbia)
1
AMENDMENT No. 5
TO
Amendment No. 5 dated as of June 1, 2015 to the Participation Agreement (the “Agreement”), dated as of May 1, 2007, between TRANSAMERICA LIFE INSURANCE COMPANY; TRANSAMERICA FINANCIAL LIFE INSURANCE COMPANY; TRANSAMERICA PREMIER LIFE INSURANCE COMPANY (each as the “Insurance Company”), on its own behalf and on behalf of its separate accounts (the “Accounts”); COLUMBIA FUNDS VARIABLE INSURANCE TRUST (the “Fund”); COLUMBIA MANAGEMENT INVESTMENT ADVISERS, LLC (the “Adviser”), as assignee of Columbia Management Advisors, LLC; and COLUMBIA MANAGEMENT INVESTMENT DISTRIBUTORS, INC. (the “Distributor”), as assignee of Columbia Management Distributors, Inc.
WHEREAS, the parties executed an amendment dated March 1, 2012, to add Confidential Information complying with Massachusetts privacy laws that shall hereafter be referred to as Amendment Number 4 to the Participation Agreement.
WHEREAS, Monumental Life Insurance Company has changed its name to Transamerica Premier Life Insurance Company effective on or about July 31, 2014.
WHEREAS, the parties desire to further amend the Agreement as provided herein.
NOW, THEREFORE, in consideration of the mutual promises set forth herein, the parties hereto agree as follows:
| 1. | The existing 7th Whereas clause of the Agreement is hereby deleted in its entirety and replaced with the following: |
“WHEREAS, Insurance Company has issued and plans to continue to issue certain variable life insurance policies and/or variable annuity contracts supported wholly or partially by the Accounts (the “Contracts”), and the Contracts are listed on Schedule A attached hereto and incorporated herein by reference, as such schedule may be revised or supplemented from time to time with notice to all parties; and”
| 2. | The existing 10th Whereas clause of the Agreement is hereby deleted in its entirety and replaced with the following: |
“WHEREAS, to the extent permitted by applicable insurance laws and regulations, the Insurance Company intends to purchase shares in the Portfolios listed on Schedule A attached hereto and incorporated herein by reference, as such schedule may be revised or supplemented from time to time with notice to all parties (the “Portfolios”), on behalf of the Accounts to fund the Contracts, and the Distributor is authorized to sell such shares to unit investment trusts such as the Accounts at net asset value; and”
| 3. | Schedule A of the Agreement is hereby deleted in its entirety and replaced with the attached Schedule A. |
2
| 4. | A new paragraph, numbered consecutively, is added to ARTICLE II. Representations and Warranties, as follows: |
“2.20 In the event any Portfolio becomes a commodity pool operator (“CPO”) as defined under the Commodities Exchange Act (“CEA”), and the Adviser is required to register with the Commodity Futures Trading Commission (“CFTC”) as a CPO with respect to any Portfolio, Fund and Adviser each represent and warrant that it will at all times comply with the CEA and CFTC rules and regulations to the extent required.”
5. Termination of Duplicative Participation Agreements for Columbia Funds Variable Insurance Trust. The parties agree that all other Fund Participation Agreements between the Insurance Company, the Fund and/or the Distributor or the Adviser are hereby terminated as of the effective date of this Amendment, including, without limitation, the agreements listed on Exhibit 1, attached hereto.
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect. Unless otherwise specified, all defined terms shall have the same meaning given to them in the Agreement.
Effective Date: June 1, 2015
| TRANSAMERICA LIFE INSURANCE COMPANY |
TRANSAMERICA FINANCIAL LIFE INSURANCE COMPANY | |||||||
| By: |
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇ |
By: |
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇ | |||||
| Name: |
▇▇▇▇ ▇▇▇▇▇▇▇ |
Name: |
▇▇▇▇ ▇▇▇▇▇▇▇ | |||||
| Title: |
Vice President |
Title: |
Vice President | |||||
| Date: |
6/22/15 |
Date: |
6/22/15 | |||||
| TRANSAMERICA PREMIER LIFE INSURANCE COMPANY | COLUMBIA FUNDS VARIABLE INSURANCE TRUST | |||||||
| By: |
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇ |
By: |
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ | |||||
| Name: |
▇▇▇▇ ▇▇▇▇▇▇▇ |
Name: |
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ | |||||
| Title: |
Vice President |
Title: |
Vice President | |||||
| Date: |
6/22/15 |
Date: |
6/29/15 | |||||
| COLUMBIA MANAGEMENT INVESTMENT DISTRIBUTORS, INC. | COLUMBIA MANAGEMENT INVESTMENT ADVISERS, LLC | |||||||
| By: |
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ |
By: |
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ | |||||
| Name: |
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ |
Name: |
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ | |||||
| Title: |
Managing Director |
Title: |
Managing Director | |||||
| Date: |
6/26/15 |
Date: |
6/26/15 | |||||
3
SCHEDULE A
Revised June 1, 2015
SEPARATE ACCOUNTS
Transamerica Life Insurance Company:
PFL Corporate Account One
Retirement Builder Variable Annuity Account
Separate Account VA-5
Transamerica Corporate Account Sixteen
Transamerica Separate Account R3
Transamerica Financial Life Insurance Company:
Separate Account VA-5NLNY
TFLIC Separate Account C
Transamerica Premier Life Insurance Company:
Separate Account VA CC
CONTRACTS
Transamerica Life Insurance Company:
Advantage R3
Advantage V
Advantage VI
Advantage X
Distinct AssetsSM Variable Annuity
Huntington Allstar Select
Premier Asset Builder Variable Annuity
Retirement Income BuilderSM IV
Transamerica Opportunity Builder Variable Annuity
Transamerica Preferred Advantage Variable Annuity
Transamerica Traditions Variable Annuity
Transamerica Financial Life Insurance Company:
Advisor’s EdgeSM Variable Annuity
Advisor’s EdgeSM NY Variable Annuity
Distinct AssetsSM Variable Annuity
Transamerica Premier Life Insurance Company:
Advisor’s EdgeSM Variable Annuity
Advisor’s Edge SelectSM Variable Annuity
4
PORTFOLIOS
Transamerica Life Insurance Company – Class 1:
Columbia Variable Portfolio – Asset Allocation Fund
Columbia Variable Portfolio – Select Large Cap Growth Fund
Columbia Variable Portfolio – Small Cap Value Fund
Columbia Variable Portfolio – Small Company Growth Fund
Columbia Variable Portfolio – Strategic Income Fund
Transamerica Financial Life Insurance Company – Class 1:
Columbia Variable Portfolio – Small Company Growth Fund
Transamerica Premier Life Insurance Company – Class 1:
Columbia Variable Portfolio – Small Company Growth Fund
5
EXHIBIT 1
TERMINATED DUPLICATIVE AGREEMENTS
1. Participation Agreement dated May 1, 2004 among Transamerica Financial Life Insurance Company, Liberty Variable Investment Trust and Columbia Funds Distributor, Inc.
2. Participation Agreement dated May 1, 2002 among Transamerica Life Insurance Company, Liberty Variable Investment Trust and Liberty Funds Distributor, Inc.
6