Exhibit
10(ii)(a)


 


COST
SHARING AGREEMENT


(PARENT
TO SUBSIDIARIES)


 


THIS
COST SHARING AGREEMENT (this “Agreement”) is effective as of January 1, 2008 (the “Effective Date”),
and replaces all previous Cost Sharing Agreements and Addendums, as amended and restated, between CUNA. Mutual Insurance Society
(“Parent”) on behalf of itself and its subsidiaries not specifically a party to this Agreement and the following
subsidiaries: CUMIS Specialty Insurance Company, Inc., CUMIS Insurance Society, Inc., MEMBERS Life Insurance Company and
CUNA Mutual Group Holdings Europe, Ltd. (“Hold Co” which shall, for purposes of this Agreement, include all
current European subsidiaries of Hold Co and any future subsidiaries added to the European holding company structure). Hold Co
makes and enters into this Agreement on its own behalf and on behalf of its subsidiaries and affiliates including, but not limited
to, CUNA Mutual Group Services (Ireland) Limited.


 


All
of the aforementioned subsidiaries, as well as the subsidiaries not specifically a party to this Agreement, shall individually
be referred to herein as a “Subsidiary” and collectively be referred to herein as the “Subsidiaries.” The
Parent and Subsidiaries may sometimes be collectively referred to in this Agreement as the “Parties.”


 


The
Parties acknowledge that this Agreement is based on the following:


 


		A.	Parent
is a leader in providing insurance and services to credit unions around the world.



 


		B.	Parent
                                         has been providing market access and personnel services to the Subsidiaries for years
                                         on the terms substantially similar to those set forth in this Agreement and the Parties desire to
                                         enter into this Agreement to renew their arrangements.



 


NOW,
THEREFORE, for good and valuable consideration, including the mutual covenants contained in this Agreement, the receipt and
sufficiency of which are hereby acknowledged, the Parties, intending to be legally bound, agree as follows:


 


		1.	Office
                                         and Personnel Services. Parent shall provide each Subsidiary with any service that
                                         Parent is performing for itself or is otherwise willing to perform for a Subsidiary,
                                         as requested or as necessary, for the operation of the Subsidiary including employee
                                         services, mail services, cafeteria services, office space, supplies and equipment.



 


		2.	Market
                                         Services. Parent shall perform various market development and enhancement services
                                         for the benefit of itself and the Subsidiaries as Parent deems desirable or necessary.



 


		3.	Compensation
                                         for Services. Parent shall monthly allocate all costs, including overhead and employee
                                         support type costs, incurred in connection with its performance of services pursuant
                                         to this Agreement among itself and the Subsidiaries based upon a mutually agreed upon
                                         allocation method taking into account any appropriate time allocations, item allocations,
                                         number of employees, special studies and any other basis. Each Subsidiary shall pay Parent
                                         for its share of Parent’s costs no more than forty-five (45) days after the end of the
                                         month in which such costs are incurred.



 


IN
WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed by their authorized representatives.





	 	 	 	 	 	 	 
	CUNA Mutual Insurance Society
    

CUMIS Insurance Society, Inc. 

MEMBERS Life Insurance Company

CUMIS Specialty Insurance Company, Inc.	 	CUNA Mutual Group Holdings Europe,
    Ltd.
	 	 	 
	By:	 	 	By:	 
	 	Steven P. Kuhn, Assistant Treasurer	 	 	Michael R. Celichowski, Director
	 	 	 	 	 
	Date:	5/28/08	 	Date:	5/22/2008




 




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