EX-8 10 ex24b842lordabbettamend7.htm EXHIBIT 24(B)(8.42) AMEND 7 TO LORD ABBETT SSA ex24b842lordabbettamend7.htm - Generated by SEC Publisher for SEC Filing
Exhibit 24(b)(8.42)
SEVENTH AMENDMENT
TO SELLING AND SERVICES AGREEMENT
 
                       This Seventh Amendment dated as of September 30, 2009 by and between ING Life Insurance and 
Annuity Company (formerly Aetna Life Insurance and Annuity Company) (“ING Life”), ING Institutional 
Plan Services, LLC (“ING Institutional”), ING Financial Advisers, LLC (formerly Aetna Investment 
Services, Inc.)(“ING Financial”)(collectively “ING”), and each of the investment companies comprising the 
Lord Abbett Family of Funds, whether existing at the date of this Amendment or established subsequent 
thereto, including each separate investment portfolio (each a “Fund” and collectively, the “Funds”), Lord 
Abbett Distributor LLC (the “Distributor”), and Lord, Abbett & Co. LLC, (“Adviser”), is made to the 
Selling and Services Agreement dated as of March 1, 2001 (the “Agreement”) as amended on July 25, 2002, 
September 26, 2003, September 1, 2004, October 1, 2007, August 12, 2008, and August 31, 2008. Terms 
defined in the Agreement are used herein as therein defined. 
 
                   WHEREAS, the parties wish to add ING Institutional to the Agreement; and 
 
WHEREAS, the parties wish to amend certain other provisions of the Agreement, as provided 
below.       
 
NOW, THEREFORE, in consideration of the promises and mutual covenants hereinafter 
contained, the parties agree as follows: 
 
1.  ING Institutional is hereby added to the Agreement as an additional recordkeeper, and all 
provisions relating to ING Life in the Agreement are hereby amended to refer to both ING Life and ING 
Institutional. The defined term “ING” in the Agreement is hereby amended to include ING Life, ING 
Institutional, and ING Financial. 
 
2.  Paragraph 2 of the Agreement is hereby deleted in its entirety and replaced with the 
following:       
 
  2.  Omnibus Account. 
 
    The parties agree that up to two omnibus accounts, each held in the name of the 
  Nominee, may be maintained for those Plan assets directed for investment in the Funds 
  (“Account” or “Accounts"). One such omnibus account may be maintained in 
  connection with Plans for which ING Life is providing various recordkeeping and 
  recordkeeping-related administrative services, and the other such omnibus account may 
  be maintained in connection with Plans for which ING Institutional is providing various 
  recordkeeping and recordkeeping-related administrative services. Alternatively, one 
  Account may be maintained in connection with Plans for which both ING Life and ING 
  Institutional shall provide such recordkeeping and administrative services. Accounts 
  shall be separate and distinct from those ING Institutional accounts (both omnibus and 
  per Plan accounts) covered under the Services Agreement, dated January 1, 2008, by and 
  between ING Institutional Plan Services, LLC (f/k/a CitiStreet LLC), ING Investment 
  Advisors, LLC (f/k/a CitiStreet Advisors LLC), Lord Abbett Distributor LLC and the 
  Funds (the “Legacy Agreement”). ING Life or ING Institutional, as service agents for 
  the Plans, shall facilitate purchase and sale transactions with respect to the Account in 
  accordance with the Agreement. 
 
3.  Paragraphs 4 and 5 of the Agreement are hereby deleted in their entirety and replaced with 
the following:       
 
    4.  Recordkeeping Fees: The provision of recordkeeping and recordkeeping- 
  related services to the Plans shall be the responsibility of ING Life and ING Institutional, 

 



  and shall not be the responsibility of Distributor or the Funds. In consideration of the 
  recordkeeping services and recordkeeping-related services provided by ING under the 
  Agreement, the Funds agree to pay or cause to be paid an annual fee as specified in 
  Exhibit A (attached), based on the average net assets invested in the Funds through ING 
  Life’s or ING Institutional’s arrangements with Plans in each calendar quarter. Such 
  fees shall apply only with respect to the Account or Accounts and not accounts covered 
  by the Legacy Agreement. Within thirty (30) days after the end of each calendar quarter 
  the Funds shall provide ING Life or ING Institutional with a statement showing the 
  aggregate value of ING Life’s or ING Institutional’s accounts for the preceding quarter 
  and include therewith a payment to ING Life or ING Institutional for the compensation 
  due ING Life or ING Institutional in accordance with this paragraph. 
 
  5.  Service and Distribution Fees. To compensate ING Financial for its 
  servicing of shareholders and distribution of certain Fund shares, Distributor, shall make 
  quarterly payments to ING Financial, as specified in Exhibit A (attached), based on the 
  average net assets invested in Fund shares through ING Life’s or ING Institutional’s 
  arrangements with Plans in each calendar quarter. Such fees shall apply only with 
  respect to the Account or Accounts and not accounts covered by the Legacy Agreement. 
  Distributor will make such payments to ING Financial within thirty (30) days after the 
  end of each of January, April, July and October. Each payment will be accompanied by 
  a statement showing the calculation of the fee payable to ING Financial for the quarter 
  and such other supporting data as may be reasonably requested by ING Financial. 
  Service and distribution fees payable under this Section 5 are derived from payments 
  made to Distributor under the Funds’ Rule 12b-1 plans (“Plans”). Plans are subject to 
  termination or discontinuation at any time. Thus, Distributor’s duty to make such 
  payments is subject to the continuation of the Plans and Distributor’s receipt of Plan 
  payments from the Funds. Any payments will be made in the amount and manner set 
  forth in the Prospectus or in the applicable schedule of payments issued by the 
  Distributor or the Funds and then in effect. Upon notice to ING, the Distributor or the 
  Funds may change or discontinue any schedule of payments, or issue a new schedule. 
 
4.  The following is added as Section 12(d) to the Agreement: 
 
  (d) Representations of ING Institutional. ING Institutional represents and 
  warrants:   
 
  (i) that it (1) is a limited liability company organized under the laws of the State 
  of Delaware, (2) is in good standing in that jurisdiction, (3) is in material compliance 
  with all applicable federal and state laws, (4) is duly licensed and authorized to conduct 
  business in every jurisdiction where such license or authorization is required, and will 
  maintain such license or authorization in effect at all times during the term of this 
  Agreement, and (5) has full authority to enter into this Agreement and carry out its 
  obligations pursuant to it terms; and 
  (ii) that it is authorized under the Plans to (1) provide administrative services to 
  the Plans and (2) facilitate transactions in the Fund through the Account. 
 
 
 
 
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5.  The following replaces Section 14(b) of the Agreement: 
 
  (b) Notices. All notices and other communications hereunder shall be given or 
  made in writing and shall be delivered personally, or sent by telex, facsimile, express 
  delivery or registered or certified mail, postage prepaid, return receipt requested, to the 
  party or parties to whom they are directed at the following address, or at such other 
  addresses as may be designated by notice from such party to all other parties. 
 
  To ING Life/ING Financial/ING Institutional: 
 
  Michael Pignatella 
  Counsel 
  ING Americas Legal Services 
  One Orange Way, C1S 
  Windsor, CT 06095 
  Fax: 860-580-4934 
 
  To the Funds and Distributor: 
  Lord Abbett Distributor LLC 
  90 Hudson Street 
  Jersey City, NJ 07302 
  Attention: General Counsel 
 
  Any notice, demand or other communication given in a manner prescribed in this 
  Subsection (b) shall be deemed to have been delivered on receipt. 
 
6.  Exhibit A to the Agreement is hereby deleted and replaced by Exhibit A, attached hereto. 
 
7.  Except as modified hereby, all other terms and conditions of the Agreement shall remain in 
full force and effect. 
 
8.  This Amendment may be executed in two or more counterparts, each of which shall be 
deemed to be an original, but all of which together shall constitute one and the same Amendment. 
 
 
 
 
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  IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the date first 
written above.     
 
ING LIFE INSURANCE AND  THE LORD ABBETT FAMILY OF FUNDS 
ANNUITY COMPANY     
    By:  /s/ Lawrence H. Kaplan 
By:  /s/ Lisa S. Gilarde  Name: Lawrence H. Kaplan 
Name:  Lisa S. Gilarde  Title: Vice President and Secretary 
Title: Vice President     
 
ING FINANCIAL ADVISERS, LLC  LORD ABBETT DISTRIBUTOR LLC 
    By: Lord, Abbett & Co. LLC, its Managing 
By:  /s/ David Kelsey  Member 
Name:  David Kelsey     
Title:  COO/VP  By:  /s/ Lawrence H. Kaplan 
    Name: Lawrence H. Kaplan 
    Title: Member 
 
ING INSTITUTIONAL PLAN SERVICES, LLC     
 
By: /s/ Michelle Sheiowitz Attorney in Fact     
Name:  Michelle Sheiowitz, Attorney in Fact     
Title: Vice President     
 
 
 
 
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Schedule A
 
EXHIBIT A
 
Series and Classes which may be offered to Plans through ING pursuant to the Selling and Services 
Agreement dated as of March 1, 2001, as amended by Amendment No. 1 to the Selling and Services 
Agreement dated as of July 25, 2002, by Amendment No. 2 to the Selling and Services Agreement dated as 
of September 26th, 2003, by Amendment No. 3 to the Selling and Services Agreement effective as of 
September 1, 2004, by Amendment to Agreement effective as of October 1, 2007, Amendment No. 5 to the 
Selling and Services Agreement effective as of August 12, 2008, Amendment No. 6 to the Selling and 
Services Agreement effective as of August 31, 2008 (“Selling and Services Agreement”). 
 
The term “Fund” or collectively “Funds” as used generally in the Selling and Services Agreement, unless 
otherwise defined, means each of the investment companies comprising the Lord Abbett Family of Funds, 
including each separate investment portfolio, whether existing at the date of the Selling and Services 
Agreement or established subsequent thereto. 

 

Share  Administrative  Shareholder  Distribution Fee  Total Fees 
Class  Fee  Services Fee     
Class A  ____% of the  ____% of the average  n/a  ____% of the 
  average daily net  daily NAV on an    average daily NAV 
  asset value  annual basis    on an annual basis 
  (“NAV”) on an       
  annual basis       
Class P*  ____% of the  ____% of the average  ____% of the average  ____% of the 
  average daily NAV  daily NAV on an  daily NAV on an  average daily NAV 
  on an annual basis  annual basis  annual basis  on an annual basis 
Class I*  ____% of the  n/a  n/a  ____% of the 
  average daily NAV      average daily NAV 
  on an annual basis      on an annual basis 
Class R2  ____% of the  ____% of the average  ____% of the average  ____% of the 
  average daily NAV  daily NAV on an  daily NAV on an  average daily NAV 
  on an annual basis  annual basis  annual basis  on an annual basis 
Class R3  ____% of the  ____% of the average  ____% of the average  ____% of the 
  average daily NAV  daily net asset value  daily NAV on an  average daily NAV 
  on an annual basis  on an annual basis  annual basis  on an annual basis 
 
 
*Class P shares are closed to new Plans       
 
*Class I shares of the Funds are available for purchase only with respect to Plans for which the total amount of potential 
investable Plan assets exceeds $________ or another amount set forth in the applicable current Fund Prospectus.