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EX-8.AR
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ex8ar.txt
INFORMATION SHARING AGREEMENT - JANUS
Logo: JANUS CAPITAL
GROUP
151 Detroit Street
Denver, Colorado 80206
April 3, 2007
Security Benefit Life Insurance Company
Attn: General Counsel
One Security Benefit Place
Topeka, KS 66636-001
RE: ACTION REQUIRED - RULE 22-C(2) OF THE INVESTMENT COMPANY ACT OF 1940
Dear Client:
Effective May 23, 2005, the Securities and Exchange Commission adopted Rule
22-c(2) (and as may be amended from time to time, the "Rule") of the Investment
Company Act of 1940 (the "1940 Act"). The Rule requires that Janus enter into
written agreements with its financial intermediaries (as such term is defined in
the Rule) whereby each such financial intermediary agrees to provide Janus with
certain shareholder identity and transaction information and to carry out
certain instructions from Janus. These requirements are designed to allow Janus
to more effectively enforce its market timing policies in an effort to protect
Janus and its shareholders from the harmful effects of short-term trading. Based
upon our records, your company ("Intermediary") is a financial intermediary
covered by the Rule.
PLEASE NOTE THAT THE SEC HAS ESTABLISHED A COMPLIANCE DATE OF APRIL 16, 2007 FOR
FUND FIRMS TO ENTER INTO WRITTEN SHAREHOLDER INFORMATION AGREEMENTS WITH
FINANCIAL INTERMEDIARIES. FAILURE TO EXECUTE AN AGREEMENT WITH JANUS BY THE
APRIL 16, 2007 COMPLIANCE DATE WILL RESULT IN OUR INABILITY TO CONTINUE TO
ACCEPT PURCHASE ORDERS YOU PLACE ON BEHALF OF YOUR CLIENTS.
In order to comply with the Rule, Janus and Intermediary desire to enter into
this agreement ("Letter Agreement") to reflect their respective obligations with
respect to the Rule. For good and valuable consideration, the receipt of which
is hereby acknowledged, Janus and Intermediary hereby agree as follows:
1. SHAREHOLDER INFORMATION
1.1 AGREEMENT TO PROVIDE INFORMATION. Intermediary agrees to provide Janus,
upon written request, the taxpayer identification number ("TIN"), if known, of
any or all Shareholder(s) of the account and the amount, date, name or other
identifier of any investment professional(s) associated with the Shareholder(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 of Janus maintained by the Intermediary during the period
covered by the request.
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Funds distributed by Janus Distributors LLC, 151 Detroit St., Denver, CO 80206
1.1.1 PERIOD COVERED BY REQUEST. Requests must set forth a specific period,
not to exceed ninety (90) days from the date of the request, for which
transaction information is sought. Janus may request transaction information
older than ninety (90) days from the date of the request as it deems necessary
to investigate compliance with policies established by Janus for the purpose of
eliminating or reducing any dilution of the value of the outstanding shares
issued by Janus.
1.1.2 FORM AND TIMING OF RESPONSE. Intermediary agrees to transmit the
requested information that is on its books and records to Janus or its designee
promptly, but in any event not later than five (5) business days, after receipt
of a request. If the requested information is not on the Intermediary's books
and records, Intermediary agrees to: (i) provide or arrange to provide to Janus
the requested information from shareholders who hold an account with an indirect
intermediary; or (ii) if directed by Janus, block further purchases of fund
Shares from the indirect intermediary. In such instance, Intermediary agrees to
inform Janus 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 Janus should be consistent with the NSCC Standardized
Data Reporting Format. For purposes of this provision, an "indirect
intermediary" has the same meaning as provided for in the Rule.
1.1.3 LIMITATIONS ON USE OF INFORMATION. Janus agrees not to use the
information received for marketing or any other similar purpose without the
prior written consent of the Intermediary.
1.2 AGREEMENT TO RESTRICT TRADING. Intermediary agrees to execute written
instructions from Janus to restrict or prohibit further purchases or exchanges
of Shares by a Shareholder that has been identified by Janus as having engaged
in transactions of the fund's Shares (directly or indirectly through the
Intermediary's account) that violate policies established by Janus for the
purpose of eliminating or reducing any dilution of the value of the outstanding
Shares issued by Janus.
1.2.1 FORM OF INSTRUCTIONS. Instructions must include the TIN, if known,
and the specific restriction(s) to be executed. If the TIN 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.
1.2.2 TIMING OF RESPONSE. Intermediary agrees to execute instructions as
soon as reasonably practicable, but not later than five (5) business days after
receipt of the instructions by the Intermediary.
1.2.3 CONFIRMATION BY INTERMEDIARY. Intermediary must provide written
confirmation to Janus that instructions have been executed. Intermediary agrees
to provide confirmation as soon as reasonably practicable, but not later than
ten (10) business days after the instructions have been executed.
1.3. DEFINITIONS For purposes of this Letter Agreement:
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Funds distributed by Janus Distributors LLC, 151 Detroit St., Denver, CO 80206
1.3.1 The term "Shares" means the interests of Shareholders corresponding
to the redeemable securities of record issued by Janus under the 1940 Act that
are held by the Intermediary.
1.3.2 The term "Shareholder" means:
a. the beneficial owner of Shares, whether the Shares are held directly or
by the Intermediary in nominee name;
b. as this Letter Agreement relates to retirement plan accounts, the Plan
participant notwithstanding that the Plan may be deemed to be the beneficial
owner of the Shares; and
c. as this Letter Agreement relates to accounts of variable annuities or
variable life insurance contracts, the holder of interest in a variable annuity
or variable life insurance contract issued by the Intermediary.
1.3.3 The term "written" includes electronic writings and facsimile
transmissions.
2. EFFECTIVENESS OF LETTER AGREEMENT.
2.1 EFFECTIVE DATE. The provisions of this Letter Agreement shall become
effective as of the final compliance date included in the Rule.
3. REPRESENTATIONS AND WARRANTIES. The parties each represent, warrant, and
covenant that they: (a) will comply in all material respects with all applicable
laws, rules and regulations; and (b) are authorized to enter into this Letter
Agreement;
4. MISCELLANEOUS.
4.1 No modification of any provision of this Letter Agreement will be
binding unless in writing and executed by all of the parties hereto. No waiver
of any provision of this Letter Agreement will be binding unless in writing and
executed by the party granting such waiver.
4.2 This Letter Agreement shall be binding upon and shall inure to the
benefit of the parties and their respective successors and assigns; provided,
however that neither this Letter Agreement nor any rights, privileges, duties,
or obligations of the parties may be assigned by either party without the
written consent of each party or as expressly contemplated by this Letter
Agreement.
4.3 This Letter Agreement shall be governed by and interpreted in
accordance with the laws of the State of Colorado, exclusive of conflicts of
laws.
4.4 This Letter Agreement may be executed in several counterparts, each of
which shall be an original but all of which together shall constitute one and
the same instrument.
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Funds distributed by Janus Distributors LLC, 151 Detroit St., Denver, CO 80206
Please acknowledge your agreement to this Letter Agreement by signing where
indicated below and return it to the following address:
Janus Services LLC
151 Detroit Street
Denver, CO 80206
Attn: Angela Kotsines
Please address all questions or comments to Angela Kotsines at 303-336-4358 or
at angela.kotsines@janus.com
Sincerely,
/s/Michelle Rosenberg
Michelle Rosenberg
Assistant Vice President
AGREED AND ACKNOWLEDGED:
SECURITY BENEFIT LIFE INSURANCE COMPANY
By:
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Name:
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Title:
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Funds distributed by Janus Distributors LLC, 151 Detroit St., Denver, CO 80206