Exhibit 16(1)(viii): Amendment No. 6, effective as of July 1, 2017, to the Intercompany Agreement between Voya Investment Management LLC and Voya Retirement Insurance and Annuity Company
AMENDMENT NO. 6 TO THE INTERCOMPANY AGREEMENT
This Amendment No. 6, entered into on June 29, 2017 and effective as of July 1, 2017, amends the Intercompany Agreement, dated as of December 22, 2010, as amended (the “Agreement”), by and between Voya Investment Management LLC (“VIM”) and Voya Retirement Insurance and Annuity Company (“VRIAC”).
WITNESSETH
WHEREAS, VIM conducts an asset management business through various companies that provides investment advice to and perform administrative services for certain U.S. registered investment companies (“Funds”), including Voya Investments, LLC (“VIL”), an investment adviser for certain Funds; and
WHEREAS, VRIAC is an insurance company which offers a variety of insurance products, including variable annuities and which also provides administrative services to various tax-advantaged plans and programs established under Section 401(a), 403(b), 457 or 408 of the Internal Revenue Code (“Code”), certain non-qualified deferred compensation arrangements, and to custodial accounts established under Code Sections 403(b)(7) or 408 (collectively “non-insurance customers”); and
WHEREAS, VIM pays and/or causes its subsidiaries to pay to VRIAC the amounts derived from applying the annual rates listed in Amended and Restated Schedule A against the average net assets invested in the funds by VRIAC non-insurance customers during the prior calendar month; and
WHEREAS, Schedule A is reviewed at least once each calendar quarter and may be modified at any time by mutual written consent; and
WHEREAS, the parties desire to amend and restate Schedule A.
NOW, THEREFORE, the parties agree as follows:
1. Schedule A to the Agreement is deleted in its entirety and is replaced with the attached Amended and Restated Schedule A
2. Capitalized terms used in this Agreement and not otherwise defined shall have the meanings ascribed to them in the Agreement.
3. The Amendment may be executed in several counterparts, each of which shall be an original, but all of which together will constitute one and the same instrument.
4. In all other respects, the Agreement is hereby confirmed and remains in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 6 to be executed as of the day and year first above written.
VOYA INVESTMENT MANAGEMENT VOYA RETIREMENT INSURANCE AND
LLC ANNUITY COMPANY
By: /s/ Michael Bell By: /s/ Elizabeth Schroeder
Name: Michael Bell Name: Elizabeth Schroeder
Title: CFO Title: Vice President
