DISTRIBUTION AGREEMENT
THIS AGREEMENT, entered into as of this _____ day of June, 2001 is
among Anchor National Life Insurance Company ("Anchor"), a life insurance
company organized under the laws of the State of Arizona, on behalf of itself
and VARIABLE SEPARATE ACCOUNT ("Separate Account"), a separate account
established by Anchor pursuant to the insurance laws of the State of Arizona,
and WM Funds Distributor, Inc. ("Distributor"), a corporation organized under
the laws of the State of Washington.
WITNESSETH:
WHEREAS, Anchor issues to the public certain variable annuity contracts
identified on the contract specification sheet attached hereto as Attachment A
("Contracts"); and
WHEREAS, Anchor, by resolution adopted on June 25, 1981, established
the Separate Account on its books of account, for the purpose of issuing
variable annuity contracts; and
WHEREAS, the Separate Account is registered with the Securities and
Exchange Commission ("Commission") as a unit investment trust under the
Investment Company Act of 1940 (File No. 811-3859); and
WHEREAS, the Contracts to be issued by Anchor and funded through the
Separate Account are registered with the Commission under the Securities Act of
1933 (the "Act") (File No. 333-58314 and 33-_____(the "Registration
Statements")) for offer and sale to the public, and otherwise are in compliance
with all applicable laws; and
WHEREAS, the Distributor, a broker-dealer registered under the
Securities Exchange Act of 1934 (the "1934 Act") and a member of the National
Association of Securities Dealers, Inc., proposes to act as distributor on an
agency basis in the marketing and distribution of the Contracts;
WHEREAS, Anchor desires to obtain the services of the Distributor as
distributor of said Contracts issued by and funded through the Separate Account;
NOW THEREFORE, in consideration of the foregoing, and of the mutual
covenants and conditions set forth herein, and for other good and valuable
consideration, Anchor, the Separate Account and Distributor hereby agree as
follows:
1. The Distributor will serve as distributor on an agency basis for the
Contracts which will be issued by Anchor through the Separate Account.
Anchor shall make the Contracts available to the Distributor for
distribution pursuant to this Agreement. The Distributor represents
that it will actively engage in its duties under this Agreement on a
continuous basis while the Registration Statements (or any other
registration statements filed and declared effective in lieu thereof)
for the Contracts are effective. It is understood that Distributor has
no present intention of engaging in sales of the Contracts on a retail
basis and intends to restrict its distribution activities to
wholesaling activities.
2. The Distributor will, either directly or through an affiliate, provide
information and
marketing assistance to licensed insurance agents and broker-dealers
on a continuing basis.
3. Distributor shall be responsible for its compliance, in connection with
its duties as distributor of the Contracts under this Agreement, with
the requirements of: (a) the 1934 Act; (b) any state securities laws to
the extent broker-dealer registration requirements imposed thereby are
applicable to it in performing such duties; (c) NASD filing
requirements with respect to any advertisements and sales literature
for the Contracts, regardless of which person prepared such material;
and (d) all applicable state insurance laws and regulations relating to
licensed insurance agents. Without limiting the foregoing, Distributor
shall be responsible for ensuring that all individuals associated with
Distributor who are offering and selling the Contracts on its behalf
are licensed as insurance agents under applicable state insurance laws.
Anchor shall appoint and maintain the appointment of Distributor as
necessary or appropriate for Distributor to engage in the offer and
sale of the Contracts during the term of this Agreement, and in that
regard shall appoint any individuals associated with Distributor and
designated by Distributor as agents acting on its behalf, provided,
however, that Anchor reserves the right to refuse to appoint any such
person, consistent with its duties and responsibilities under
applicable insurance law. Anchor shall be responsible for the payment
of all fees and the making of all filings required to effect such
appointments during the term of this Agreement. Moreover, the
Distributor shall conduct its affairs in accordance with the Conduct
Rules (the "Conduct Rules") of the National Association of Securities
Dealers, Inc. (the "NASD").
4. The Distributor may enter into dealer agreements with broker-dealers
registered under the Securities Exchange Act of 1934 (the "1934 Act")
that Anchor has approved in writing (within 10 days of notice from the
Distributor of its intent to enter into a dealer agreement) as
authorized by applicable law to sell variable annuity contracts issued
by Anchor and funded through the Separate Account. Any such contractual
arrangement is expressly made subject to this Agreement. Anchor shall
take all actions necessary to effect the appointment of such registered
sales representatives of such broker-dealers as may from time to time
be identified to Anchor by Distributor as insurance agents of Anchor.
5. Warranties
(a) Anchor represents and warrants to Distributor that:
(i) Registration Statement on Form N-4 (and, if applicable,
Form S-3) (the "Registration Statement") for each of the
Contracts identified on Attachment A has been filed with
the Commission in the form previously delivered to the
Distributor. Anchor agrees that it shall forward to the
Distributor copies of any and all amendments to the
Registration Statement, together with any voting
instruction solicitation material and other documents
relating to the Separate Account or the Contracts, at the
time that they are filed with the Commission;
(ii) The Registration Statement and any further amendments or
supplements thereto will, when they become effective, and
the prospectus constituting part of the Registration
Statement (the "Prospectus") will, at all times,
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conform in all material respects to the requirements of
the Securities Act of 1933 and the Investment Company
Act of 1940, and the rules and regulations of the
Commission under such Acts, and will not contain an
untrue statement of a material fact or omit to state a
material fact required to be stated therein or necessary
to make the statements therein not misleading; provided,
however, that this representation and warranty shall not
apply to any statement or omission made in reliance upon
and in conformity with information furnished in writing
to Anchor by the Distributor expressly for use therein;
(iii) Anchor is validly existing as a stock life insurance
company in good standing under the laws of the state of
Arizona, with power (corporate or otherwise) to own its
properties and conduct its business as described in the
Prospectus, and has been duly qualified for the
transaction of business and is in good standing under the
laws of other jurisdictions in which it owns any property,
or conducts any business, so as to require such
qualification;
(iv) The Contracts to be issued through the Separate Account
and offered for sale by the Distributor on behalf of
Anchor hereunder have been duly and validly authorized
and, when issued and delivered against payment therefor as
provided herein, will be duly and validly issued and will
conform to the description of such Contracts contained in
the Prospectuses relating thereto and will comply in all
material respects with applicable federal and state law;
(v) The performance of this Agreement and the consummation of
the transactions contemplated by this Agreement will not
result in a breach or violation of any of the terms and
provisions of, or constitute a default under any statute,
any indenture, mortgage, deed of trust, note agreement or
other agreement or instrument to which Anchor is a party
or by which Anchor or any of its properties is bound,
Anchor's charter as a stock life insurance company or
by-laws, or any order, rule or regulation of any court or
governmental agency or body having jurisdiction over
Anchor or any of its properties; and no consent, approval,
authorization or order of any court or governmental agency
or body is required for the consummation by Anchor of the
transactions contemplated by this Agreement, except such
as may be required under the 1934 Act in connection with
the distribution of the Contracts by the Distributor; and
(vi) There are no material legal or governmental proceedings
pending to which Anchor or the Separate Account is a party
or of which any property of Anchor or the Separate Account
is the subject, other than as set forth in the Prospectus
relating to the Contracts, and other than litigation
incident to the kind of business conducted by Anchor, if
determined adversely to Anchor, would individually or in
the aggregate have a material adverse effect on the
financial position, surplus or operations of Anchor.
(b) The Distributor represents and warrants to Anchor that;
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(i) Distributor is validly existing as a corporation in good
standing under the laws of the State of ______, with power
(corporate or otherwise) to own its properties and conduct
its business as a broker-dealer in securities and has been
duly qualified for the transaction of such business and is
in good standing under the laws of each other jurisdiction
in which it owns any property, or conducts any business,
so as to require such qualification.
(ii) It is a broker-dealer duly registered with the Commission
pursuant to the 1934 Act and a member in good standing of
the NASD and is in compliance with the securities laws in
those states in which it conducts business as a
broker-dealer;
(iii) The performance of this Agreement and the consummation of
the transactions herein contemplated will not result in a
breach or violation of any of the terms or provisions of
or constitute a default under any statute, any indenture,
mortgage, deed of trust, note agreement or other agreement
or instrument to which the Distributor is a party or by
which the Distributor or any of its properties is bound,
the certificate of incorporation or by-laws of the
Distributor, or any order, rule or regulation of any court
or governmental agency or body having jurisdiction over
the Distributor or its property; and
(iv) To the extent that any statements or omissions made in the
Registration Statement, or any amendment or supplement
thereto are made in reliance upon and in conformity with
written information furnished to Anchor by the Distributor
expressly for use therein, such Registration Statement and
any amendments or supplements thereto will, when they
become effective or are filed with the Commission, as the
case may be, conform in all material respects to the
requirements of the Securities Act of 1933 and the rules
and regulations of the Commission thereunder and will not
contain any untrue statement of a material fact or omit to
state any material fact required to be stated therein or
necessary to make the statements therein not misleading.
(v) The performance of this Agreement and the consummation of
the transactions contemplated by this Agreement will not
result in a breach or violation of any of the terms and
provisions of, or constitute a default under any statute,
any indenture, mortgage, deed of trust, note agreement or
other agreement or instrument to which Distributor is a
party or by which Distributor or any of its properties is
bound, Distributor's charter or by-laws, or any order,
rule or regulation of any court or governmental agency or
body having jurisdiction over Distributor or any of its
properties; and no consent, approval, authorization or
order of any court or governmental agency or body is
required for the consummation by Distributor of the
transactions contemplated by this Agreement; and
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(vi) There are no material legal or governmental proceedings
pending to which Distributor is a party or of which any
property of Distributor is the subject, other than as set
forth in the Prospectus relating to the Contracts, and
other than litigation incident to the kind of business
conducted by Distributor, if determined adversely to
Distributor, would individually or in the aggregate have a
material adverse effect on the financial position, surplus
or operations of Distributor.
6. With respect to the issuance and servicing of the Contracts, and
execution of transactions thereunder carried out by Anchor (or a person
acting pursuant to its authorization), Anchor shall keep records and
books relating thereto in a manner and form prescribed by and in
accordance with Rules 17a-3 and 17a-4 under the 1934 Act as are
required to be maintained by Distributor as a registered broker-dealer
acting as distributor for the Contracts. Anchor acknowledges that it
shall maintain such records and books on behalf of Distributor and
shall make such records and books of account available for inspection
by Commission.
7. Anchor, at its sole cost, shall use best efforts to provide superior
service for the owners of the Contracts, including providing SunLine
and other policyholder support, administering the Contracts and
printing and mailing to existing investors in the Contract semi-annual
and annual reports of the investment companies affiliated with Anchor
that serve as underlying funding vehicles for the Contracts, customer
statements and other communications and the Prospectus. Anchor's
administrative responsibilities shall include those set forth on
Attachment B hereto. Anchor shall also be responsible for printing and
distributing all prospectuses (including the prospectuses for
investment companies serving as underlying funding vehicles for the
Contracts) to prospective investors in the Contracts. Anchor and the
Distributor will establish mutually agreeable customer service
standards, including, without limitation, a quarterly review process.
8. Authorized Marketing Materials
(a) Subsequent to having been notified by Anchor to commence offers
and sales of the Contracts, the Distributor, in connection with
its distribution activities hereunder, will utilize no Prospectus
purporting to meet the requirements of Section 10(a) of the 1933
Act other than the one so designated by Anchor. As to other types
of sales material used in connection with its distribution
activities, the Distributor agrees that it will use, and pursuant
to Selling Agreements will require selling broker-dealers to use,
only sales materials as have been authorized in writing for use
by Anchor, and which have been filed by Distributor with the
NASD, and approved where necessary or required. For purposes of
this Agreement, the phrase "sales material" includes, but is not
limited to, advertisements (such as material published, or
designed for use in, a newspaper, magazine, or other periodical,
radio, television, telephone or tape recording, videotape
display, signs or billboards, motion pictures, or other public
media), sales literature (I.E., any written communication
distributed or made generally available to customers or the
public, including brochures, circulars, research reports, market
letters, form letters, seminar texts, reprints or excerpts of any
other advertisement, sales literature, or published article),
Registration Statements, Prospectuses, Statements of Additional
Information, shareholder reports, and proxy materials.
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(b) The Distributor will not distribute any Prospectus, sales
material, or any other printed matter or material in the
marketing and distribution of any Contract if, to the knowledge
of the Distributor, any of the foregoing contains any untrue
statement of a material fact or omits to state a material fact
necessary in order to make the statements made therein, in the
light of the circumstances with which they were made, not
misleading.
(c) Anchor, at its sole cost, shall be responsible for developing
(with the assistance of Distributor), printing and distributing
all sales materials to be used in connection with the offer and
sale of the Contracts. Anchor shall not give any information or
make any statements about Distributor or its affiliates in
connection with the sale of Contracts except with the express
written permission of the Distributor. Anchor agrees that it
shall file such sales materials with any insurance regulatory
authorities
9. Expenses of providing sales presentations, mailings, advertising and
any other marketing efforts conducted in connection with the
distribution or sale of the Contracts shall be borne by Anchor;
provided however that the cost of maintaining crediting rates on dollar
cost averaging accounts for the Contracts shall be allocated as may be
separately agreed between Anchor and WM Advisors, Inc.
10. Anchor shall, upon or prior to completion of each Contract transaction
for which a written confirmation is legally required, send a written
confirmation to the Contract owner for each such transaction, in a form
and manner that complies with all applicable law, including the 1934
Act and the Conduct Rules of the NASD.
11. The Distributor, as distributor of the Contracts, shall not be entitled
to remuneration hereunder for its services, except that Anchor will pay
a fee to the Distributor for launching the Contracts and for ongoing
facilitation of distribution of the Contracts. The $1,000,000 fee will
be payable in four $250,000 installments as follows: the first $250,000
payable on or about the day that sales begin ("Launch Date"), the
second $250,000 payable on or about the six-month anniversary of the
Launch Date, the third $250,000 payable on or about the 18-month
anniversary of the Launch Date, and the final $250,000 payable on or
about the 30-month anniversary of the Launch Date.
12. The Distributor makes no representations or warranties regarding the
number of Contracts to be sold or the amount to be paid thereunder.
13. It is understood and agreed that the Distributor may render similar
services or act as a distributor or dealer in the distribution of other
variable contracts.
14. Anchor will ensure that the Contracts are continuously registered under
the Securities Act of 1933 and, should it ever be required, under state
Blue Sky Laws and will file for approval under state insurance laws
when necessary.
15. Anchor reserves the right at any time to suspend or limit the public
offering of the subject Contracts.
16. Anchor agrees to advise the Distributor immediately of:
(a) any request by the Commission (i) for amendment of the
Registration Statement, or (ii) for additional information which
Anchor determines is material to Distributor;
(b) the issuance by the Commission of any stop order suspending the
effectiveness of the Registration Statement or the initiation of
any proceedings for that purpose;
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and
(c) the happening of any material event, if known, which makes untrue
any statement made in the Registration Statement or which
requires the making of a change therein in order to make any
statement made therein not misleading.
17. Anchor will furnish to the Distributor such information with respect to
the Separate Account and the Contracts in such form and signed by such
of its officers as the Distributor may reasonably request; and will
warrant that the statements therein contained when so signed will be
true and correct.
18. Anchor and Distributor shall each consult with the other in connection
with any insurance regulatory investigation or proceeding or judicial
proceeding arising in connection with the Contracts marketed under this
Agreement. In addition, Anchor and Distributor shall each consult with
the other in connection with any securities regulatory investigation or
proceeding or judicial proceeding, to the extent that such
investigation or proceeding is in connection with the Contracts
marketed under this Agreement. In the case of a written customer
complaint, Anchor and Distributor will each consult with the other in
connection with investigating such complaint and any response by a
party to this Agreement to such complaint will be sent to the other
parties to this Agreement for approval not less than two business days
prior to its being sent to the customer or regulatory authority, except
that if a more prompt response is required, the proposed response shall
be communicated by telephone or facsimile. Without limiting the
foregoing, (i) each party shall notify the other parties of any written
customer complaint or notice of any regulatory investigation or
proceeding or judicial proceeding received by such party with respect
to any other party, or in connection with any Contract marketed under
this Agreement or any activity in connection with any such Contract,
within five business days of receipt of such complaint or notice.
19. This Agreement will terminate automatically upon its assignment to any
person other than a person which is a wholly owned subsidiary of
SunAmerica Inc. Anchor shall not assign its obligations under this
Agreement without the written consent of the Distributor (which consent
shall not be unreasonably withheld). This Agreement shall terminate,
without the payment of any penalty by either party:
(a) at the option of Anchor, upon 60 days' advance written notice to
the Distributor; or
(b) at the option of the Distributor upon 60 days' written notice to
Anchor; or
(c) at the option of either party upon institution of formal
proceedings against the other party by the NASD, the Commission
or any state insurance regulator; or
(d) at the option of either party, if the other party or any
representative thereof at any time (i) employs any device,
scheme, or artifice to defraud; makes any untrue statement of a
material fact or omits to state a material fact necessary in
order to make the statements made, in light of the circumstances
under which they were made, not misleading; or engages in any
act, practice, or course of business which operates or would
operate as a fraud or deceit upon any person; or (ii) violates
the conditions of this Agreement.
The parties agree to cooperate and give reasonable assistance to each
other in effecting an orderly transition following termination.
20. Each notice required by this Agreement may be given by telephone or
telefax and
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confirmed in writing. Notices shall be delivered as follows:
if to Anchor or the Separate Account:
c/o SunAmerica Inc.
0 XxxXxxxxxx Xxxxxx
Xxx Xxxxxxx, XX 00000-0000
Attention: Xxxx Xxxxxx Xxxxx, Executive Vice President
Facsimile: 310/772-6622
with a copy to:
SunAmerica Inc.
0 XxxXxxxxxx Xxxxxx
Xxx Xxxxxxx, XX 00000-0000
Attention: Xxxxxxxxx X. Xxxxx, Co-General Counsel & Vice
President
Facsimile: 310/772-6574
if to Distributor;
21. (a) Anchor shall indemnify and hold harmless the Distributor and each
person, if any, who controls the Distributor within the meaning
of the Act against any losses, claims, damages or liabilities to
which the Distributor or such controlling person may become
subject, under the Act or otherwise, insofar as such losses,
claims, damages or liabilities (or actions in respect thereof)
arise out of or are based upon (1) any untrue statement or
alleged untrue statement of a material fact contained in the
Registration Statement, Prospectus or SAI or any other written
sales material prepared by Anchor which is utilized by the
Distributor in connection with the sale of Contracts or arise out
of or are based upon the omission or alleged omission to state
therein a material fact required to be stated therein (in the
case of the Registration Statement, Prospectus and SAI), or in
the case of such other sales material, necessary to make the
statements therein not misleading in light of the circumstances
under which they were made, or (2) Anchor's negligence,
misconduct, failure to comply with applicable law or other
material breach of this Agreement (including any material breach
of Anchor's representations and warranties hereunder) and will
reimburse the Distributor and each such controlling person for
any legal or other expenses reasonably incurred by the
Distributor or such controlling person in connection with
investigating or defending any such loss, claim, damage,
liability or action, provided, however, that Anchor will not be
liable in any such case to the extent that any such untrue
statement or alleged untrue statement or omission or alleged
omission was made in such Registration Statement, Prospectus or
SAI in conformity with information furnished by Distributor to
Anchor specifically for use therein; and provided,
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further, that nothing herein shall be so construed as to protect
the Distributor against any liability to Anchor or the Contract
Owners to which the Distributor would otherwise be subject by
reason of willful misfeasance, bad faith, or gross negligence in
the performance of its duties, or by reason of the reckless
disregard by the Distributor of its obligations and duties under
this Agreement.
(b) The Distributor will likewise indemnify and hold harmless Anchor,
each of its directors and officers and each person, if any, who
controls Anchor within the meaning of the Act to the extent, but
only to the extent, that such untrue statement or alleged untrue
statement or omission or alleged omission was made in conformity
with written information furnished to Anchor by the Distributor
specifically for use therein or for Distributor's negligence,
misconduct, failure to comply with applicable law or other
material breach of this Agreement (including any material breach
of Distributor's representations and warranties hereunder) and
will reimburse the Distributor and each such controlling person
for any legal or other expenses reasonably incurred by the
Distributor or such controlling person in connection with
investigating or defending any such loss, claim, damage,
liability or action.
In no event shall any party under this Agreement be liable for lost
profits or for exemplary, special, punitive or consequential damages
alleged to have been sustained by the other party.
This Section shall survive termination of this Agreement
22. During the term of this Agreement and for five (5) years following the
termination of this Agreement, neither Anchor, its affiliates,
directors, officers, employees or agents nor Distributor, its
affiliates, directors, officers, employees or agents shall induce or
cause, or attempt to induce or cause, directly or indirectly, any
Contract owner (a) to lapse, terminate, surrender, exchange, or cancel
his or her Contract, (b) to cease or discontinue making premium
payments thereunder, or (c) to direct cash value or premium payments
thereunder to any other financial product without the prior written
consent of Distributor, unless such act is in response to an enactment
of federal or state legislation, order or decision of any court or
regulatory authority, or a change in circumstances that makes the
Contracts or insurance contacts of that type (e.g., annuity contracts
or life insurance contracts) an unsuitable investment for existing
Contract owners.
23. This Agreement shall be subject to the laws of the State of Washington
and construed so as to interpret the Contracts as insurance contracts
written within the business operation of Anchor.
24. To the extent not otherwise provided herein, each party hereto (the
"Requesting Party") shall have the right, upon reasonable notice to any
other party hereto (the "Other Party"), during regular business hours,
to audit all the records and practices of the Other Party relating to
the business contemplated hereunder in order to determine whether such
Other Party is complying with the terms of this Agreement, including
the payment of commissions and fees. The Requesting Party shall have
the right to copy any of such records at its expense. At its option,
such audit may be conducted by the Requesting Party's own personnel or
by a qualified independent auditor selected by it. The Requesting Party
shall make reasonable efforts to conduct each such audit in a manner
that avoids any material disruption of the Other Party's business.
THIS AGREEMENT, along with any Attachment attached hereto and
incorporated herein
by reference, may be amended from time to time by the mutual agreement and
consent of the undersigned parties; provided that such amendment shall not
affect the rights of existing Contract owners, and that such amendment be in
writing and duly executed.
IN WITNESS WHEREOF, the undersigned parties have caused this Agreement
to be duly executed on the date first stated above.
ANCHOR NATIONAL LIFE INSURANCE COMPANY
By:
---------------------------------------------
Xxxx Xxxxxx Xxxxx, Senior Vice President
VARIABLE SEPARATE ACCOUNT
By: ANCHOR NATIONAL LIFE
INSURANCE COMPANY
By:
----------------------------------------------
Xxxx Xxxxxx Xxxxx, Senior Vice President
WM FUNDS DISTRIBUTOR, INC.
By:
----------------------------------------------
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ATTACHMENT A
CONTRACT SPECIFICATION SHEET
The following variable annuity contracts are the subject of the Distribution
Agreement between Anchor National Life Insurance Company and WM Funds
Distributor, Inc. dated June __, 2001, regarding the sale of the following
contracts funded in Variable Separate Account:
1. WM Diversified Strategies Variable Annuity
ATTACHMENT B
ADMINISTRATIVE RESPONSIBILITIES
1. CONTRACT MAINTENANCE
(a) File and obtain state approvals for the Contracts being issued,
and any amendments thereof.
(b) Notify Distributor of the effective date for each state in which
the Contracts become available for issue.
(c) Customize and support state specific requirements where
administratively feasible.
2. CONTRACT SERVICING
(a) Issue and maintain master records for Contracts applied for and
accepted.
(b) Provide maintenance support for all Contract features:
(i) Purchase Payments (new issues, 1035 Exchanges, EFT,
additions);
(ii) Withdrawals (systematic, partial, full, cancellations, and
death claims);
(iii) Exchanges among Divisions, change of allocations;
(iv) Title Changes (beneficiary, ownership, name, assignments);
(v) Dollar-Cost Averaging;
(vi) Automatic Rebalancing;
(vii) Annuitization.
3. CUSTOMER CORRESPONDENCE
(a) Generate and provide various customer correspondence documents:
(i) Contract (with appropriate riders and endorsements);
(ii) Confirmations of financial transactions;
(iii) Quarterly statements of account activity and balances;
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4. CUSTOMER SERVICE FUNCTIONS
(a) Provide a telephone staff or other medium to respond to customer
inquiries.
(b) Prepare and update service forms necessary to support the
Contract.
(c) Respond to written inquiries from Contract owners.
(d) Coordinate complaint resolution (formal and informal).
5. COMPLIANCE
(a) Coordinate the printing and mailing of the following documents:
(i) Separate Account semiannual and annual reports;
(ii) Prospectus.
(b) Coordinate proxy solicitations as outlined in the Participation
Agreement.
(c) Prepare updates and regulatory filings as warranted.
(d) Generate tax reporting for Contract owners as warranted by
account activity.
(e) Maintain appropriate books and records.
6. FINANCIAL
(a) Calculate unit values on business days of the separate account.
(b) Place trades with investment companies serving as underlying
funding vehicles for the Contracts and settle such trades as
defined in the Participation Agreement.
(c) Prepare Separate Account semiannual and annual reports.
7. LICENSING/CONTRACTING AND COMPENSATION
(a) Establish the initial record and perform ongoing maintenance for
representatives appointed to sell the product.
(b) Arrange for payment of appointment fees.
8. REPORTING
(a) Provide sales or other reports as mutually agreed upon by Anchor
and Distributor.
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