VAN ECK SHAREHOLDER INFORMATION AGREEMENT
Exhibit 8(c)(xv)
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SHAREHOLDER INFORMATION AGREEMENT
This Agreement is effective as of June 5, 2014, by and between Lincoln Life & Annuity Company of New York (“Intermediary”) and ▇▇▇ ▇▇▇ Securities Corporation (“▇▇▇ ▇▇▇”) on behalf of the ▇▇▇ ▇▇▇ Funds, ▇▇▇ ▇▇▇ VIP Trust, or such other investment companies that ▇▇▇ ▇▇▇ may distribute (each, a “▇▇▇ ▇▇▇ Fund” and together, the “▇▇▇ ▇▇▇ Funds”).
WHEREAS, Intermediary is a “financial intermediary” within the meaning of Rule 22c-2 under the Investment Company Act of 1940 (“Rule 22c-2”);
WHEREAS, pursuant to Rule 22c-2, ▇▇▇ ▇▇▇ is required to enter into a written agreement with Intermediary under which Intermediary agrees to: (i) provide, at ▇▇▇ ▇▇▇’▇ request, identity and transaction information about Shareholders (as defined below) who hold their Shares (as defined below) through an account with Intermediary; and (ii) execute instructions from ▇▇▇ ▇▇▇ to restrict or prohibit future purchases or exchanges;
NOW, THEREFORE, in consideration of the mutual covenants herein contained, which consideration is full and complete, ▇▇▇ ▇▇▇ and the Intermediary hereby agree as follows:
Shareholder Information
1. (a) Agreement to Provide Information. Intermediary agrees to provide ▇▇▇ ▇▇▇, or its designee, upon written request, the taxpayer identification number (“TIN”), the Individual/International Taxpayer Identification Number (“ITIN”), or other government-issued identifier (“GII”) or mutually acceptable Securities and Exchange Commission (“SEC”) approved identifier, if known, of any or all Shareholder(s) of the ▇▇▇ ▇▇▇ Funds, and the amount, date, name or other identifier of any investment professional(s) associated with the Shareholders(s) or account (if known), and transaction type (purchase, redemption, transfer or exchange) of every purchase, redemption, transfer or exchange of Shares held through an account maintained on behalf of the Intermediary during the period covered by the request.
(b) Period Covered by Request. Requests must set forth a specific period, not to exceed 90 calendar days from the date of the request, for which transaction information is sought. ▇▇▇ ▇▇▇, or its designee, may request transaction information older than 90 calendar days from the date of the request as it deems necessary to investigate compliance with policies established by the ▇▇▇ ▇▇▇ Funds for the purpose of eliminating or reducing any dilution of the value of the outstanding Shares issued by the ▇▇▇ ▇▇▇ Funds.
(c) Form and Timing of Response. Intermediary agrees to provide, promptly upon request of ▇▇▇ ▇▇▇, or its designee, the information specified in Section 1(a). If requested by ▇▇▇ ▇▇▇, or its designee, Intermediary agrees to use best efforts to determine promptly whether any transactions effected by the Intermediary include transactions effected by an Indirect Intermediary and, upon further request of ▇▇▇ ▇▇▇, or its designee, promptly either (i) provide (or arrange to have provided) the information set forth in Section 1(a) for those Shareholders who hold an account with the ▇▇▇ ▇▇▇ Funds through an Indirect Intermediary; or (ii) restrict or prohibit the Indirect Intermediary from purchasing, in nominee name on behalf of other persons, securities issued by the ▇▇▇ ▇▇▇ Funds. Intermediary additionally agrees to inform ▇▇▇ ▇▇▇ or its designee whether it plans to perform (i) or (ii). Responses required by this paragraph must be communicated in writing and in a format mutually agreed upon by the parties. To the extent practicable, the format for any transaction information provided to ▇▇▇ ▇▇▇, or its designee, should be consistent with the NSCC Standardized Data Reporting (“SDR”) Format.
2. Limitations on Use of Information. ▇▇▇ ▇▇▇ agrees not to use the information received for marketing or any other similar purpose without the prior written consent of the Intermediary.
3. (a) Agreement to Restrict Trading. Intermediary agrees, upon direction of ▇▇▇ ▇▇▇ or its designee, to: (i) restrict or prohibit further purchases or exchanges of Shares by a Shareholder who has been identified by ▇▇▇ ▇▇▇, or its designee, as having engaged in transactions of Shares (directly or indirectly through the Intermediary) that violate policies established by the ▇▇▇ ▇▇▇ Funds for the purpose of eliminating or reducing any dilution of the
value of the outstanding Shares issued by the ▇▇▇ ▇▇▇ Funds; or (ii) restrict or prohibit further purchases or exchanges of Shares by a Financial Intermediary that has been identified by ▇▇▇ ▇▇▇, or its designee, as having engaged in transactions of Shares (directly or indirectly through the Intermediary) that violate policies established by the ▇▇▇ ▇▇▇ Funds for the purpose of eliminating or reducing any dilution of the value of the outstanding Shares issued by the ▇▇▇ ▇▇▇ Funds.
(b) Form of Instructions. Instructions to restrict or prohibit trading must include the TIN, ITIN, GII or mutually acceptable SEC approved identifier, if known, and the specific restriction(s) to be executed. If the TIN, ITIN, GII or mutually acceptable SEC approved identifier is not known, the instructions must include an equivalent identifying number of the Shareholder(s) or account(s) or other agreed upon information to which the instruction relates.
(c) Timing of Response. Intermediary agrees to execute instructions as soon as reasonably practicable, but not later than five business days after receipt of the instructions by the Intermediary.
(d) Confirmation by Intermediary. Intermediary must provide written confirmation to ▇▇▇ ▇▇▇, or its designee, that instructions have been executed. Intermediary agrees to provide confirmation as soon as reasonably practicable, but not later than ten business days after the instructions have been executed.
(e) Identification of Financial Intermediaries. Intermediary agrees: (i) to maintain, and provide to ▇▇▇ ▇▇▇, or its designee, upon request, a complete and current list of all Financial Intermediaries that submit trades to ▇▇▇ ▇▇▇ through the Intermediary for which the Intermediary is not authorized to execute this Shareholder Information Agreement on their behalf; (ii) not to purchase any securities from the ▇▇▇ ▇▇▇ Funds on behalf of an Financial Intermediary that does not, at the time of the purchase, have a valid Shareholder Information Agreement in effect either directly with ▇▇▇ ▇▇▇ or through the Intermediary; and (iii) to inform ▇▇▇ ▇▇▇ in the event a Financial Intermediary that had previously authorized the Intermediary to act on its behalf for purposes of this Shareholder Information Agreement revokes such authorization. Such notification shall be provided to the ▇▇▇ ▇▇▇ in writing no later than five calendar days after the Intermediary first receives notice of the revocation.
4. Definitions. For purposes of this Agreement:
(a) The term “Shares” means the interests of Shareholders corresponding to the redeemable securities of record issued by the ▇▇▇ ▇▇▇ Funds that are held by the Intermediary.
(b) The term “Shareholder” means the beneficial owner of Shares, whether the Shares are held directly or by the Intermediary in nominee name.
(c) The term “written” includes electronic writings and facsimile transmissions.
(d) The term “Indirect Intermediary” shall mean a person that (a) is a Financial Intermediary and (b) holds an account with the Fund through the Intermediary.
(e) The term “Financial Intermediary” shall have the same meaning as in Rule 22c-2.
(f) The term “purchase” does not include the automatic reinvestment of dividends.
(g) The term “promptly” as used in Section 1(c) shall mean as soon as practicable but in no event later than 10 business days from the Intermediary’s receipt of the request for information from the Fund or its designee.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of the date first set forth above.
INTERMEDIARY: LINCOLN LIFE & ANNUITY COMPANY OF NEW YORK
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/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ |
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Name (print): ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ |
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Title (print): Vice President |
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Telephone #: ▇▇▇-▇▇▇-▇▇▇▇ |
Email: ▇▇▇▇▇▇.▇▇▇▇▇@▇▇▇.▇▇▇ | ||
▇▇▇ ▇▇▇ SECURITIES CORPORATION
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/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ |
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Name (print): ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ |
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Title (print): Vice President |
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Telephone #: ▇▇▇-▇▇▇-▇▇▇▇ |
Email: ▇▇▇▇▇▇@▇▇▇▇▇▇.▇▇▇ | ||