FUND PARTICIPATION AND SERVICE AGREEMENTFund Participation and Service Agreement • April 29th, 2016 • National Variable Annuity Account Ii • New York
National Life Insurance Company (“Insurance Company”), for itself and on behalf of one or more separate accounts of the Insurance Company (“Separate Accounts”), American Funds Distributors, Inc. (“AFD”), American Funds Service Company (“Transfer Agent”), Capital Research and Management Company (“CRMC”), and the American Funds Insurance Series (the “Series”), an open-end investment company for which AFD, CRMC and Transfer Agent provide services and which is divided into funds (hereinafter collectively called the “Funds” and, individually, a “Fund”), for good and valuable consideration, hereby agree on this 11th day of April 2016, that Class 4 shares of the Funds (“Class 4 Shares” together , the “shares”) shall be made available to serve as underlying investment media for certain variable annuity contracts (hereinafter called “Contract(s)”; holders of such Contracts hereinafter called “Contractholder(s)”) to be offered by the Insurance Company subject to the following provisions:
BUSINESS AGREEMENTBusiness Agreement • April 29th, 2016 • National Variable Annuity Account Ii • New York
This Agreement is entered into as of the 11th day of April, 2016 (the “Effective Date”) by and among National Life Insurance Company (“Insurance Company”), a life insurance company organized under the laws of the State of Vermont (on behalf of itself and certain of its separate accounts); Equity Services, Inc. (the “Distributor”), a corporation organized under the laws of the State of Vermont; American Funds Distributors, Inc. (“AFD”), a corporation organized under the laws of the State of California; and Capital Research and Management Company (“CRMC”), a corporation organized under the laws of the State of Delaware.
FUND PARTICIPATION AGREEMENTFund Participation Agreement • April 29th, 2016 • National Variable Annuity Account Ii • New York
THIS AGREEMENT is executed as of May 1, 2016, and effective as of May 1, 2016 (the “Effective Date”), by and among BLACKROCK VARIABLE SERIES FUNDS, INC. an open-end management investment company organized as a Maryland corporation (the “Fund”), BLACKROCK INVESTMENTS, LLC (“BRIL” or the “Underwriter”), a broker-dealer registered as such under the Securities Exchange Act of 1934, as amended (the “1934 Act”), and NATIONAL LIFE INSURANCE COMPANY, a life insurance company organized under the laws of the state of Vermont (the “Company”), on its own behalf and on behalf of each separate account of the Company set forth on Schedule A, as may be amended from time to time (each separate account hereinafter referred to individually as an Account” and collectively as the “Accounts”).
DISTRIBUTION SERVICES AGREEMENTDistribution Services Agreement • April 29th, 2016 • National Variable Annuity Account Ii • Delaware
NATIONAL LIFE INSURANCE COMPANY, (“Insurer”) and INVESCO DISTRIBUTORS, INC. (“Distributor”) (collectively, the “Parties”) mutually agree to the arrangements set forth in this Distribution Services Agreement (this “Agreement”) dated April 1, 2016.
PARTICIPATION AGREEMENTParticipation Agreement • April 29th, 2016 • National Variable Annuity Account Ii • Delaware
THIS AGREEMENT, made and entered into this 7th day of April, 2016 by and between GOLDMAN SACHS VARIABLE INSURANCE TRUST, a statutory trust formed under the laws of Delaware (the “Trust”), GOLDMAN, SACHS & CO., a New York limited partnership (the “Distributor”), and NATIONAL LIFE INSURANCE COMPANY, a Vermont life insurance company (the “Company”), on its own behalf and on behalf of each separate account of the Company identified herein.
AMERICAN FUNDS RULE 22c-2 AGREEMENTNational Variable Annuity Account Ii • April 29th, 2016
WHEREAS, American Funds Service Company (“AFS”) serves as transfer agent for the American Funds group of mutual funds (the “Funds”);
We the undersigned AllianceBernstein Investments, Inc. (“ABI”), herewith confirm our agreement with you as follows:National Variable Annuity Account Ii • April 29th, 2016
Amendment No. 2 to Administrative Services Agreement Franklin Templeton Services, LLC National Life Insurance CompanyAdministrative Services Agreement • April 29th, 2016 • National Variable Annuity Account Ii
THIS AMENDMENT is made by and between Franklin Templeton Services, LLC (the “Fund Administrator”) and National Life Insurance Company (the “Company”).
FORM OF DISTRIBUTION SUB-AGREEMENTForm of Distribution Sub-Agreement • April 29th, 2016 • National Variable Annuity Account Ii • New York
BLACKROCK VARIABLE SERIES FUNDS, INC. (the “Company”), on behalf of each of its series as may be amended from time to time (the “Portfolios”), and NATIONAL LIFE INSURANCE COMPANY (the “Insurance Company”) mutually agree to the arrangements set forth in this Agreement (the “Agreement”) dated as of May 1, 2016.
AMENDMENT NO. 1 TO THE PARTICIPATION AGREEMENTThe Participation Agreement • April 29th, 2016 • National Variable Annuity Account Ii
THIS AMENDMENT NO. 1 TO THE PARTICIPATION AGREEMENT (the “Amendment”) is made as of this 7th day of April, 2016 by and between GOLDMAN SACHS VARIABLE INSURANCE TRUST (the “Trust”), GOLDMAN, SACHS & CO (the “Distributor”) and NATIONAL LIFE INSURANCE COMPANY (the “Company”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement (defined below).
Amendment No. 1 to Service AgreementService Agreement • April 29th, 2016 • National Variable Annuity Account Ii
This Amendment No. 1 to that certain Service Agreement (the “Agreement”) dated as of October 28, 2008 between National Life Insurance Company (the “Company”) and Van Eck Securities Corporation (the “Distributor”) is effective April 1, 2016.
AMENDMENT TO PARTICIPATION AGREEMENT AMONGParticipation Agreement • April 29th, 2016 • National Variable Annuity Account Ii
WHEREAS, National Life Insurance Company, T. Rowe Price Equity Series, Inc. and T. Rowe Price Investment Services, Inc. entered into a Participation Agreement effective May 1, 2004, as amended (“Participation Agreement”); and
Amendment No. 1 to Participation AgreementParticipation Agreement • April 29th, 2016 • National Variable Annuity Account Ii
This Amendment No. 1 to that certain Participation Agreement (the “Agreement”) dated as of December 1, 2008 among National Life Insurance Company (the “Company”), Van Eck VIP Trust (f/k/a Van Eck Worldwide Insurance Trust) (the “Trust”), Van Eck Associates Corporation (the “Adviser”) and Van Eck Securities Corporation (the “Underwriter”) is effective April 1, 2016.
SHAREHOLDER SERVICES AGREEMENTShareholder Services Agreement • April 29th, 2016 • National Variable Annuity Account Ii
This SHAREHOLDER SERVICES AGREEMENT (“Agreement”) is made and entered into as of April 1, 2016 by and among National Life Insurance Company (the “Company”), AMERICAN CENTURY INVESTMENT SERVICES, INC. (“Distributor”), and AMERICAN CENTURY SERVICES, LLC (“Transfer Agent” and together with Distributor, “American Century”).
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • April 29th, 2016 • National Variable Annuity Account Ii • New York
THIS AGREEMENT is executed as of May 1, 2016, and effective as of May 1, 2016 (the “Effective Date”, between BLACKROCK ADVISORS, LLC (“BAL”) and NATIONAL LIFE INSURANCE COMPANY, a life insurance company organized under the laws of the State of Vermont (the “Insurer”).
Amendment No.2 Participation AgreementParticipation Agreement • April 29th, 2016 • National Variable Annuity Account Ii
This Amendment to the Participation Agreement (“Agreement”) dated September 2, 2008 by and among AllianceBernstein L.P., AllianceBernstein Investments, Inc. (the “Distributor”), National Life Insurance Company (“Insurer”) and Equity Services, Inc. (the “Contracts Distributor”) is effective this 1st day of April, 2016. All capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such term in the Agreement.
Goldman, Sachs Asset Management, L.P. New York, NY 10282 April 7, 2016National Variable Annuity Account Ii • April 29th, 2016 • Delaware
This letter sets forth the agreement (the “Agreement”) between National Life Insurance Company (“you” or the “Company”) and the undersigned (“we” or “Goldman, Sachs Asset Management, L.P.”, or “GSAM”) concerning certain administrative services to be provided by you, with respect to the Goldman Sachs Variable Insurance Trust (the “Trust”).
ADMINISTRATIVE SERVICES AGREEMENT By and Among SENTINEL ASSET MANAGMENT, INC. And NATIONAL LIFE INSURANCE COMAPANY Dated as of May 1, 2016Administrative Services Agreement • April 29th, 2016 • National Variable Annuity Account Ii • Delaware
WHEREAS, Sentinel Asset Management, Inc. (“Investment Adviser”), acts as an investment adviser to the Sentinel Variable Products Trust (the “Trust”) and supervises and assists in the overall management of the Trust’s affairs under an Investment Management Agreement with the Trust, subject to the overall authority of the Trust’s Board of Trustees in accordance with Delaware law;
Variable Annuity Shareholder Information AgreementVariable Annuity Shareholder Information Agreement • April 29th, 2016 • National Variable Annuity Account Ii • New York
This VARIABLE ANNUITY SHAREHOLDER INFORMATION AGREEMENT (the “Agreement”) is entered into as of April 7, 2016 by and between Goldman, Sachs & Co. (the “Fund Agent”) and National Life Insurance Company (“Intermediary”), with an effective date of April 7, 2016.
Amendment No. 5 to Participation Agreement Franklin Templeton Variable Insurance Products Trust Franklin/Templeton Distributors, Inc. National Life Insurance Company Equity Services, Inc.Participation Agreement • April 29th, 2016 • National Variable Annuity Account Ii
Franklin Templeton Variable Insurance Products Trust (the “Trust”), Franklin/Templeton Distributors, Inc. (the “Underwriter,” and together with the Trust, “we” or “us”), National Life Insurance Company and Equity Services, Inc., your distributor (collectively, the “Company” “you” or “your”), on your behalf and on behalf of certain Accounts, (individually a “Party”, collectively, the “Parties”) have previously entered into a Participation Agreement dated May 1, 2004 and subsequently amended June 5, 2007, October 30, 2008, August 16, 2010 and January 15, 2013 (the “Agreement”). The Parties now desire to amend the Agreement by this amendment (the “Amendment”).
Goldman Sachs Variable Insurance Trust Service Class Services Agreement April 7, 2016 Equity Services, Inc. One National Life Drive Montpelier, VT 05604Service Class Services Agreement • April 29th, 2016 • National Variable Annuity Account Ii • New York
The undersigned, Goldman, Sachs & Co. (“Goldman Sachs”), 200 West Street, New York, New York 10282, is the principal distributor of the shares of each series of the Trust listed on Schedule A to this Agreement (each a “Fund” and, collectively, the “Funds”). Goldman Sachs Asset Management, a separate operating division of Goldman Sachs, or an affiliate thereof, acts as an investment adviser to the Trust, which is an open-end management investment company that offers its shares exclusively to separate accounts of life insurance companies and various qualifying retirement plans or accounts. Shares of each Fund are divided into separate classes. This Agreement (the “Agreement”) relates to the Service Class Shares of the Funds (“Service Shares”).
