AMENDMENT NO. 1 TO FUND PARTICIPATION AGREEMENT
THIS AMENDMENT NO. 1 TO FUND PARTICIPATION AGREEMENT ("Amendment 1") is
effective as of April 15, 1999, by and among IDS LIFE INSURANCE COMPANY (the
"Company"), AMERICAN CENTURY INVESTMENT MANAGEMENT, INC. ("ACIM"), and AMERICAN
CENTURY VARIABLE PORTFOLIOS, INC. ("ACVP" ). Capitalized terms not otherwise
defined herein shall have the meaning ascribed to them in the Agreement (defined
below).
WHEREAS, the Company, TCI Portfolios, Inc.(the "Issuer") and Investors Research
Corporation ("Investors Research") are parties to that certain Fund
Participation Agreement dated April 24, 1996 (the "Agreement") in connection
with the participation by the Funds in Contracts offered by the Company to its
clients; and
WHEREAS, since the date of the Agreement, Investors Research Corporation has
changed its name to American Century Investment Management, Inc.; and
WHEREAS, since the date of the Agreement, TCI Portfolios, Inc. changed its name
to American Century Variable Portfolios, Inc.; and
WHEREAS, the Company now desires to add an Account to those which offer certain
American Century funds, to expand the number of American Century funds made
available as underlying investment media for the Contracts and to offer a Fund
as an underlying investment option under certain variable life insurance
policies which invest in the Fund; and
WHEREAS, the parties to this Amendment 1 now desire to modify the Agreement as
provided herein.
NOW, THEREFORE, in consideration of the mutual promises set forth herein, the
parties hereto agree as follows:
1. Addition of Variable Life Insurance. The first "Whereas" clause of the
Agreement is hereby deleted in its entirety and replaced with the following
language:
WHEREAS, the Company offers to the public certain qualified and nonqualified
variable annuity contracts and variable life insurance policies (collectively,
the "Contracts"), which the Company has registered or will register under the
Securities Act of 1933, as amended (the "1933 Act"); and"
2. Addition of Funds. The second "Whereas" clause of the Agreement is hereby
deleted in its entirety and replaced with the following language:
"WHEREAS, the Company wishes to offer as investment options under the Contracts
American Century VP Value and American Century VP International (each a "Fund"
and collectively, the "Funds"), each a series of mutual fund shares registered
under the Investment Company Act of 1940, as amended (the "1940 Act"), and
issued by the Issuer; and"
3. Provision of Prospectuses. Section 4(a) is hereby amended by adding the
following sentence before the last sentence of this Section: "If the Company
elects to print a prospectus that combines the prospectuses of the Funds with
the prospectuses of other investment options under the Contracts, ACIM shall
provide the Company with a copy of the Fund's prospectus in camera-ready art
and/or electronic format."
4. Addition of Account. Section 6(a)(ii) is hereby amended by adding, after the
reference to IDS Life Variable Account 10, the following words: "and IDS Life
Variable Life Separate Account." After the date of this Amendment, each
reference to "Account" in the Agreement shall be deemed to include both IDS Life
Variable Account 10 and IDS Life Variable Life Separate Account. IDS Life
Variable Account 10 shall offer VP Value and VP International as investment
options, and IDS Life Variable Life Separate Account shall offer VP Value as an
investment option.
5. Amendment to Termination Provision. Section 12(a) is hereby amended by adding
the words "or such other date as agreed to by the parties" at the end of the
Section.
6. Amendment to Notices Provision. In Section 17, the reference under notices
"to the Company" to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, and the telephone and telecopy number are
hereby deleted in their entirety and replaced with a reference to "President."
7. Ratification and Confirmation of Agreement. In the event of a conflict
between the terms of this Amendment and the Agreement, it is the intention of
the parties that the terms of this Amendment shall control and the Agreement
shall be interpreted on that basis. To the extent the provisions of the
Agreement have not been amended by this Amendment, the parties hereby confirm
and ratify the Agreement.
8. Counterparts. This Amendment may be executed in two or more counterparts,
each of which shall be an original and all of which together shall constitute
one instrument.
9. Full Force and Effect. Except as expressly supplemented, amended or consented
to hereby, all of the representations, warranties, terms, covenants and
conditions of the Agreement shall remain unamended and shall continue to be in
full force and effect.
IN WITNESS WHEREOF, the undersigned have executed this
Amendment No. 1 as of the date first above written.
AMERICAN CENTURY INVESTMENT MANAGEMENT, INC.
IDS LIFE INSURANCE COMPANY
By: By:
Name: Name:
Title: Title:
AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.
ATTEST
By: By:
Name: Name:
Title: Title: