RULE 22C-2 AGREEMENT This AGREEMENT, dated no later than April 16, 2007, is effective as of the 16th day of October, 2007, between BlackRock Distributors, Inc., and its successors, assigns and designees (“BDI”) on behalf of and as distributor for the...

Exhibit 99-B.8.25
RULE 22C-2 AGREEMENT
This AGREEMENT, dated no later than April 16, 2007, is effective as of the 16th day of
October, 2007, between BlackRock Distributors, Inc., and its successors, assigns and designees
(“BDI”) on behalf of and as distributor for the BlackRock Funds and the Xxxxxxx Xxxxx family of
funds (collectively with BDI, the “Funds”) and ING Life Insurance and Annuity Company, ING
National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance
Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance
Company and Systematized Benefits Administrators Inc. (individually an “Intermediary” and
collectively the “Intermediaries”).
WHEREAS, the Funds are available through the variable annuity, variable life insurance and
variable retirement products which the Intermediaries offer (individually, a “Variable Product”
and collectively the “Variable Products”), and
WHEREAS, the parties desire to otherwise comply with the requirements under Rule 22c-2 of
the Investment Company Act of 1940, as amended (“Rule 22c-2”).
NOW, THEREFORE, in consideration of the mutual covenants herein contained, which
consideration is full and complete, the Funds and the Intermediaries hereby agree as follows:
A.	Agreement to Provide Shareholder Information.
	1.	Each Intermediary agrees to provide the Funds, upon written request, the
following shareholder information involving the Funds:
		a.	The taxpayer identification number (“TIN”) the Individual/International
			Taxpayer Identification Number (“ITIN”), or any other government issued
			identifier (“GII”) and the owner number or participant account number
			associated with the shareholder, if known, that would provide acceptable
			assurances of the identity of each shareholder that has purchased,
			redeemed, transferred or exchanged shares of a Fund through an account
			directly maintained by the Intermediaries during the period covered by the
			request;
		b.	The amount and dates and the transaction type (purchase, redemption,
			transfer or exchange), and the Variable Product(s) associated with, such
			shareholder purchases, redemptions, transfers and exchanges of Shares
			held through an account maintained by the Intermediary during the period
			covered by the request; and
		c.	Any other data mutually agreed upon in writing.
	2.	Unless otherwise specifically requested by the Fund, the Intermediaries shall only
be required to provide information relating to Shareholder-Initiated Transfer Purchases or
Shareholder-Initiated Transfer Redemptions.

	3.	Requests to provide shareholder information shall set forth the specific period for
which transaction information is sought. However, unless otherwise agreed to by the
Intermediaries, any such request will generally not cover a period of more than 90 consecutive
calendar days from the date of the request. The Funds may request transaction information older
than 90 days from the date of the request as they deem necessary to investigate compliance with
policies (including, but not limited to, policies of the Funds regarding market-timing and the
frequent purchasing and redeeming or exchanges of Funds shares or any other inappropriate
trading activity) established or utilized by the Funds for the purpose of eliminating or reducing
any dilution of the value of the outstanding shares issued by the Funds.
	4.	Each Intermediary agrees to provide the requested shareholder information
promptly upon receipt of the request, but in no event later than 15 business days after receipt of
such request. If requested by the Funds or their designee, Intermediary agrees to use best efforts
to determine promptly, but in any event not later than 15 business days after receipt of a request,
whether any specific person about whom it has received the identification and transaction
information specified in Paragraph 1. Hereof is itself a financial intermediary (as defined in Rule
22c-2) (“indirect intermediary”) and, promptly, but in any event not later than 15 business days
after receipt of a request, either (I) provide (or arrange to have provided) the information
specified in Paragraph 1. hereof for those shareholders who hold an account with an indirect
intermediary or (ii) restrict or prohibit the indirect intermediary from purchasing (including
purchases by exchange), in nominee name on behalf of other persons, Fund Shares. If an
indirect intermediary is unable or unwilling to perform either (i) or (ii) above, the Fund hereby
directs the Intermediary to restrict or prohibit purchase transactions (including purchases by
exchange) in Fund Shares by the indirect intermediary. The Intermediary agrees to restrict or
prohibit such transactions promptly upon notice of the indirect intermediary’s failure to comply
with either (i) or (ii) above. Intermediary additionally agrees to confirm to the Funds whether it
has performed (i) or (ii).
	5.	Responses required by this paragraph must be communicated in writing and in a
format mutually agreed upon by the Funds and the Intermediary.
	6.	To the extent practicable, the format for any transaction information provided to
the Funds or their designee should be consistent with the NSCC Standardized Data Reporting
Format.
B.	Agreement to Restrict Trading.
	1.	Each Intermediary agrees to execute written instructions from the Funds or their
designee to restrict or prohibit further purchases or exchanges involving Fund Shares by a
Shareholder who has been identified by the Funds or their designee as having engaged in
transactions in Shares of a Fund (through an account directly maintained by the Intermediary)
that violate the policies and procedures established by the Funds for the purposes of eliminating
or reducing, or that would result in any dilution of the value of the outstanding Fund Shares.
Unless otherwise directed by the Fund, any such restrictions or prohibitions shall only apply to
Shareholder-Initiated Transfer Purchases.

2.
	a.	For those Shareholders whose information is on the Intermediaries’ books
		and records, the Intermediaries agree to execute or have executed the
		written instructions from the Funds or their designee to restrict or prohibit
		trading as soon as reasonably practicable, but no later than 10 business
		days after receipt of the instructions by the Intermediaries. The
		Intermediaries will provide written confirmation to the Funds as soon as
		reasonably practicable, but not later than 10 business days, after the
		instructions have been executed, that such instructions have been
		executed.
	b.	For those Shareholders whose information is not on the Intermediaries’
		books and records the Intermediaries agree to execute or have executed
		the written instructions from the Funds or their designee to restrict or
		prohibit trading as soon as reasonably practicable, but no later than 10
		business days after receipt of the instructions by the Intermediaries. The
		Intermediaries will provide written confirmation to the Funds as soon as
		reasonably practicable, but not later than 10 business days after the
		instructions have been executed, that such instructions have or have not
		been executed. As stated in Section A.4 above, if an indirect intermediary
		is unable or unwilling to restrict or prohibit trading by a Shareholder the
		Intermediary will restrict or prohibit purchase transactions (including
		purchases by exchange) in Fund Shares by the indirect intermediary.
3.	Instructions to restrict or prohibit further purchases or exchanges involving Fund
Shares must include:
	a.	A statement from the Funds that the Shareholder’s trading activity has
		either violated the Funds’ frequent trading policy or, in the Funds’ sole
		discretion, such trading activity has been deemed disruptive;
	b.	The specific restriction(s) and/or prohibition(s) to be executed, including
		the length of time such restriction(s) and/or prohibition(s) shall remain in
		place;
	c.	The TIN, ITIN, or GII, if known by the Funds, that would help the
		Intermediaries determine the identity of affected shareholder(s); and
	d.	Whether such restriction(s) and/or prohibition(s) are to be executed in
		relation to all of the affected shareholder’s Variable Products, only the
		type of Variable Product(s) through which the affected shareholder
		engaged in transaction activity which triggered the restriction(s) and/or
		prohibition(s) or in some other respect. In absence of direction from the
		Funds in this regard, restriction(s) and/or prohibition(s) shall be executed
		as they relate to all the Intermediary’s Variable Product(s).

C.	Limitation on Use of Information.
The Funds agree not to use the information received pursuant to this Agreement for any purpose
other than as necessary to comply with the provisions of Rule 22c-2 or to fulfill other regulatory
requests or legal requirements subject to the privacy provisions of Title V of the Xxxxx-Xxxxx-
Xxxxxx Act (Public Law 106-102) and comparable state laws.
D.	Definitions.
The term “Shares” means the interests of Shareholders corresponding to the redeemable
securities of record issued by the Funds under the Investment Company Act of 1940 that are held
by the Intermediary other than “excepted funds” under Rule 22c-2.
The term “Shareholder” means the holder of interests in a variable annuity, variable life
insurance contract or variable retirement plan issued by the Intermediary (the “Variable
Products”), or a participant in an employee benefit plan with a beneficial interest in a contract.,
or as otherwise defined under Rule 22c-2.
The term “Shareholder-Initiated Transfer Purchase” means a transaction that is initiated or
directed by an owner of a Variable Product that results in a transfer of assets or exchange
between the Funds within a Variable Product to a Fund, but does not include transactions that are
executed: (i) automatically pursuant to a contractual or systematic program or enrollment such as
transfer of assets within a Variable Product to a Fund as a result of “dollar cost averaging”
programs, insurance company approved asset allocation programs, or automatic rebalancing
programs; (ii) pursuant to a Variable Product death benefit; (iii) one-time step-up in contract
value pursuant to a Variable Product death benefit; (iv) allocation of assets to a Fund through a
Variable Product as a result of payments such as loan repayments, scheduled contributions,
retirement plan salary reduction contributions, or premium payments to the Variable Product; or
(v) pre-arranged transfers at the conclusion of a required free look period.
The term “Shareholder-Initiated Transfer Redemption” means a transaction that is initiated or
directed by an owner of a Variable Product that results in a transfer of assets or exchange
between the Funds within a Variable Product out of a Fund, but does not include transactions
that are executed: (i) automatically pursuant to a contractual or systematic program or
enrollments such as transfers of assets within a Variable Product out of a Fund as a result of
annuity payouts, loans, systematic withdrawal programs, “dollar cost averaging” programs,
insurance company approved asset allocation programs, or automatic rebalancing programs; (ii)
as a result of any deduction of charges or fees under a Variable Product; (iii) within a Variable
Product out of a Fund as a result of scheduled withdrawals or surrenders from a Variable
Product; (iv) as a result of payment of a death benefit from a Variable Product.

E.	Prior Agreements.
The parties acknowledge that prior to the effective date of this Agreement efforts to monitor and
deter excessive trading activity within the Variable Products were governed by whatever
practices the Funds and the Intermediaries agreed to follow in the absence of any formal
agreement. The parties also acknowledge having previously entered into fund participation
and/or selling and service agreements concerning the purchase and redemption of shares of
Funds through the Variable Products. The terms of this Agreement supplement the fund
participation and/or selling and service agreements and to the extent the terms of this Agreement
conflict with the terms of the fund participation and/or selling and service agreements, the terms
of this Agreement will control. This Agreement will terminate upon termination of the fund
participation and/or selling and service agreements.
F.	Notices.
	1.	Except as otherwise provided, all notices and other communications hereunder
shall be in writing and shall be sufficient if delivered by hand or if sent by confirmed facsimile or
e-mail, or by mail, postage prepaid, addressed:
		a.	If to Intermediaries, to:
			ING U.S. Financial Services
			Attention: Xxxxxxxxxx Xxxxxxx
			Address:	000 Xxxxxxxxxx Xxxxxx
				Xxxxxxxx, XX 00000-0000
			Phone:	000-000-0000
			Fax:	000-000-0000
			Email:	Xxxxxxxxxx.Xxxxxxx@xx.xxx.xxx
		b.	If to the Funds, to:
			Attention:	Xxxxx Xx Xxxxxxx
			Address:	BlackRock Distributors, Inc
				000 Xxxxx Xxxx
				Xxxx xx Xxxxxxx, XX 00000
			Attention:	Xxxxxx Xxxxxxxx
				General Counsel
			Address:	BlackRock, Inc.
				00 Xxxx 00xx Xxxxxx
				Xxx Xxxx, XX 00000
			Attention:	Xxxx Xxxxxxxx
			Address:	BlackRock, Inc.
				00 Xxxx 00xx Xxxxxx
				Xxx Xxxx, XX 00000

2.	Notices and other communications hereunder, relating to Rule 22c-2
matters, including but not limited to requests for transaction information or instructions to restrict
or prohibit further Covered Transactions, shall be in writing and shall be sufficient if delivered
by hand or if sent by confirmed facsimile or e-mail, or by mail, postage prepaid, addressed to:
	Attention:	Xxxxxxxx Xxxxxxxxx
	Address:	00 X. 00xx Xxxxxx
		Xxx Xxxx, XX 00000
	Phone:	(000) 000-0000
	Fax:	(000) 000-0000
	Email:	Xxxxxxxx.Xxxxxxxxx@xxxxxxxxx.xxx
3.	The parties may by like notice, designate any future or different address to
which subsequent notices shall be sent. Any notice shall be deemed given when received.

IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be executed
in its name and on its behalf by its duly authorized officer as of the date first written above.
ING Life Insurance and Annuity Company			Security Life of Denver Insurance
			Company
By:	/s/ Xxxxxxxxxx Xxxxxxx		By:	/s/ Xxxxxxxxxx Xxxxxxx
Name	Xxxxxxxxxx Xxxxxxx		Name	Xxxxxxxxxx Xxxxxxx
and Title:	Authorized Representative		and Title:	Authorized Representative
ING National Trust			Systematized Benefits Administrators Inc.
By:	/s/ Xxxxxxxxxx Xxxxxxx		By:	/s/ Xxxxxxxxxx Xxxxxxx
Name	Xxxxxxxxxx Xxxxxxx		Name and	Xxxxxxxxxx Xxxxxxx
and Title:	Authorized Representative		Title:	Authorized Representative
ING USA Annuity and Life Insurance			BlackRock Distributors, Inc.
Company
By:	/s/ Xxxxxxxxxx Xxxxxxx		By:	/s/ Xxxxx Xx Xxxxxxx
Name	Xxxxxxxxxx Xxxxxxx		Name
and Title:	Authorized Representative		and Title:	Xxxxx Xx Xxxxxxx VP
ReliaStar Life Insurance Company
By:	/s/ Xxxxxxxxxx Xxxxxxx
Name	Xxxxxxxxxx Xxxxxxx
and Title:	Authorized Representative
ReliaStar Life Insurance Company of New
York
By:	/s/ Xxxxxxxxxx Xxxxxxx
Name	Xxxxxxxxxx Xxxxxxx
and Title:	Authorized Representative