Exhibit
10(ii)(b)


 


EXPENSE
SHARING AGREEMENT


 


This
Expense Sharing Agreement (this “Agreement”) is entered into as of December 31st, 2013 by and between CMFG
Life Insurance Company, an Iowa life insurance company (“CMFG Life”), and MEMBERS Life Insurance Company, an Iowa life
insurance company (“MLIC”).


 


WHEREAS,
CMFG Life and MLIC share common personnel and certain common facilities and services with each other;


 


WHEREAS,
CMFG Life and MLIC wish to have an expense sharing arrangement as described in this Agreement; and


 


WHEREAS,
this Agreement is intended, after receipt of any required regulatory approvals, to supersede and replace any prior expense sharing
and/or reimbursement agreement between the parties.


 


NOW,
THEREFORE, for good and valuable considerations, the parties agree as follows:


 


1. CMFG Life shall provide MLIC with certain administrative, logistic, accounting, legal, marketing, information and other services,
and will directly or by procurement from third parties, provide all goods and services MLIC requires to operate in the ordinary
course of administering its business.


 


2.
CMFG Life shall provide MLIC with office space and use of office equipment in such amounts as MLIC shall require in
the ordinary course of administering its business.


 


3.
MLIC shall reimburse CMFG Life monthly the actual expenses related to the foregoing. Expenses that require an allocation
shall be allocated as agreed by both parties as described on Exhibit A to this Agreement (which is attached hereto and
incorporated herein by reference), consistent with SSAP 70 guidance. Reimbursements shall be due within 30 days of
presentment in good order. Presentment shall occur on or about the 4th business day of the month following the
period in which expenses are incurred (For example, November expenses due would be presented on or about the 4th
business day of December).


 


4.
CMFG Life and MLIC shall review the expense allocation under this Agreement at least annually, with sufficient care so as to
provide reasonable assurance to the parties and other interested persons that each party is bearing its fair share of all
applicable costs and expenses related to this Agreement.


 


5.
The parties understand and agree that all expenses reimbursed will be reflected on MLIC’s books and records as expenses of
MLIC.


 




    


     


    

 


6.
MLIC will maintain copies of this Agreement and related supporting documents as required by applicable law and regulation,
except to the extent such supporting documents are maintained by CMFG Life. To the extent CMFG Life maintains supporting
documents related to this Agreement, it shall do so in the manner and for the period for which MLIC would be required to
maintain them under applicable law and regulation. CMFG Life shall provide MLIC and its auditors and regulators access to
and/or copies of such supporting documentation upon request.


 


7.
This Agreement shall be effective on the date first above written, and shall remain in effect until terminated. This
Agreement may be terminated by either party as of the first day of any calendar month with at least 30 days prior written
notice to the other party. Notice of termination shall also be provided to the Iowa Commissioner of Insurance in accordance
with the CUNA Mutual Group’s normal practices.


 


IN
WITNESS WHEREOF, the undersigned, as duly authorized officers, have caused this Agreement to be executed on behalf of their
respective companies.


 




	CMFG Life Insuranrance Company	 
	 	 	 
	By:	 	 
	 	 	 	 	 
	Name: 	James M. Power	 
	 	 	 	 	 
	Title: 	 	EVP, Chief Products Officer	 
	 	 	 	 	 
	MEMBERS Life Insurance Company	 
	 	 	 	 	 
	By:	 	 
	 	 	 	 	 
	Name:	Robert N. Trunzo	 
	 	 	 	 	 
	Title:	 	President