-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FH0gJ+jhUM1dvYsaH3u3NqfaSphQPcX5mMlcOnoris3yiSRKvXxcLwjybtn/i2DL lW8yQ+ntck1xcrWkWUQ+0A== 0000950136-98-001351.txt : 19980804 0000950136-98-001351.hdr.sgml : 19980804 ACCESSION NUMBER: 0000950136-98-001351 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 27 FILED AS OF DATE: 19980803 EFFECTIVENESS DATE: 19980803 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: SEPARATE ACCOUNT NO 301 OF THE EQUIT LIFE ASS SOC OF THE U S CENTRAL INDEX KEY: 0000356076 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 135570651 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: SEC FILE NUMBER: 002-74667 FILM NUMBER: 98676283 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: SEC FILE NUMBER: 811-03301 FILM NUMBER: 98676284 BUSINESS ADDRESS: STREET 1: 787 SEVENTH AVE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2126416277 FORMER COMPANY: FORMER CONFORMED NAME: SEPARATE ACCOUNT 301 OF THE EQUITABLE LIFE ASSURANCE SOCIETY DATE OF NAME CHANGE: 19900614 485BPOS 1 POST-EFFECTIVE AMENDMENT Registration No. 2-74667 Registration No.811-3301 - ------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------------------------- FORM N-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ ] Pre-Effective Amendment No. Post-Effective Amendment No. 30 [X] AND/OR REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [ ] Amendment No. 32 [X] (Check appropriate box or boxes) -------------------------------- SEPARATE ACCOUNT NO. 301 of THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES (Exact Name of Registrant) -------------------------- THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES (Name of Depositor) 1290 Avenue of the Americas, New York, New York 10104 (Address of Depositor's Principal Executive Offices) Depositor's Telephone Number, including Area Code: 1-(800) 248-2138 -------------------------- MARY P. BREEN VICE PRESIDENT AND ASSOCIATE GENERAL COUNSEL The Equitable Life Assurance Society of the United States 1290 Avenue of the Americas, New York, New York 10104 (Names and Addresses of Agents for Service) --------------------------------------------------------- Please send copies of all communications to: PETER E. PANARITES Freedman, Levy, Kroll & Simonds 1050 Connecticut Avenue, N.W., Suite 825 Washington, D.C. 20036 -------------------------------------------- Approximate Date of Proposed Public Offering: Continuous It is proposed that this filing will become effective (check appropriate box): [X] Immediately upon filing pursuant to paragraph (b) of Rule 485. [ ] On May 1, 1998 pursuant to paragraph (b) of Rule 485. [ ] 60 days after filing pursuant to paragraph (a)(1) of Rule 485. [ ] On (date) pursuant to paragraph (a)(1) of Rule 485. [ ] 75 days after filing pursuant to paragraph (a)(2) of Rule 485. [ ] On (date) pursuant to paragraph (a)(3) of Rule 485. If appropriate, check the following box: [ ] This post-effective amendment designates a new effective date for previously filed post-effective amendment. Title of Securities Being Registered: Units of interest in separate account under variable annuity contracts. ----------------------------- NOTE This Post Effective Amendment No. 30 ("PEA") to the Form N-4 Registration Statement No. 2-74667 ("Registration Statement") of The Equitable Life Assurance Society of the United States and its Separate Account No. 301 is being filed soley for the purpose of filing electronically in Edgarized form, the exhibits listed under Part C. All of such exhibits were previously filed with the Registration Statement in paper format. The PEA does not amend or delete any other part of the Registration Statement. PART C OTHER INFORMATION ----------------- Item 24. Financial Statements and Exhibits (b) Exhibits. The following exhibits are refiled herewith in EDGAR format: 1. (a) Resolutions of the Board of Directors of The Equitable Life Assurance Society of the United States ("Equitable") authorizing the establishment of the Registrant, previously filed with this Registration Statement No. 2-74667 on September 19, 1986, refiled electronically herewith. 3. (a) Form of Sales Agreement, previously filed with this Registration Statement No. 2-74667 on September 19, 1986, refiled electronically herewith. (b) Sales Agreement among Equitable, Separate Account No. 301 and Equitable Variable Life Insurance Company, as principal underwriter for The Hudson River Trust, previously filed with this Registration Statement No. 2-74667 on April 29, 1993, refiled electronically herewith. C-1 (c) Distribution and Servicing Agreement among Equico Securities, Inc.,(now EQ Financial Consultants, Inc.), Equitable and Equitable Variable dated as of May 1, 1994, previously filed with this Registration Statement No. 2-74667 on April 4, 1995, refiled electronically herewith. (d) Distribution Agreement by and between The Hudson River Trust and Equico Securities Inc., (now EQ Financial Consultants, Inc.), dated as of January 1, 1995, previously filed with this Registration Statement No. 2-74667 on April 4, 1995, refiled electronically herewith. (e) Sales Agreement among Equico Securities Inc., (now EQ Financial Consultants, Inc.), Equitable and Equitable's Separate Account A, Separate Account No. 301 and Separate Account No. 51 dated as of January 1, 1995, previously filed with this Registration Statement No. 2-74667 on April 4, 1995, refiled electronically herewith. 4. (a) (1) Form of group variable annuity contract, as amended (TSA), previously filed with this Registration Statement No. 2-74667 on April 24, 1987, refiled electronically herewith. (2) Rider No. PF 94,177 to group variable annuity contract, as amended (TSA), previously filed with this Registration Statement No. 2-74667 on April 15, 1988, refiled electronically herewith. (b) (1) Form of group variable annuity certificate, as amended (TSA), previously filed with this Registration Statement No. 2-74667 on April 24, 1987, refiled electronically herewith. (2) Rider No. PF 94,178 to group variable annuity certificate, as amended (TSA), previously filed with this Registration Statement No. 2-74667 on April 15, 1988, refiled electronically herewith. (c) (1) Rider No. PF 94,189 to group variable annuity contract, as amended (TSA), previously filed with this Registration Statement No. 2-74667 on April 17, 1990, refiled electronically herewith. (2) Rider No. PF 94,188 to group variable annuity certificate, as amended (TSA), previously filed with this Registration Statement. No. 2-74667 on April 17, 1990, refiled electronically herewith. (d) (1) Form of group variable annuity contract, as amended (IRA), previously filed with this Registration Statement No. 2-74667 on April 24, 1987, refiled electronically herewith. (2) Rider No. PF 96,000 to group variable annuity contract, as amended (IRA), previously filed with this Registration Statement No. 2-74667 on April 15, 1988, refiled electronically herewith. (3) Rider No. PF 10,000 to group variable annuity contract, as amended (IRA), previously filed with this Registration Statement No. 2-74667 on December 14, 1993, refiled electronically herewith. (e) (1) Form of group variable annuity contract, as amended (IRA), previously filed with this Registration Statement No. 2-74667 on April 24, 1987, refiled electronically herewith. (2) Rider No. PF 96,100 to group variable annuity certificate, as amended (IRA), previously filed with this Registration Statement No. 2-74667 on April 15, 1988, refiled electronically herewith. C-2 (3) Rider No. PF 10,001 to group variable annuity certificate, as amended (IRA), previously filed with this Registration Statement No. 2-74667 on December 14, 1993, refiled electronically herewith. (f) Plan of Operations, as amended, previously filed with this Registration Statement No. 2-74667 on April 24, 1987, refiled electronically herewith. 5. (a) Form of application for group variable annuity contract, as amended (TSA), previously filed with this Registration Statement No. 2-74667 on April 15, 1988, refiled electronically herewith. (b) Form of participant enrollment for group variable annuity contract, as amended (IRA), previously filed with this Registration Statement No. 2-74667 on April 15, 1988, refiled electronically herewith. C-3 8. (a) Agreement, dated as of March 15, 1985, between Integrity Life Insurance Company ("Integrity") and Equitable for cooperative and joint use of personnel, property and services, previously filed with this Registration Statement No. 2-74667 on September 19, 1986, refiled electronically herewith. (b) Administration and Servicing Agreement, dated as of May 1, 1987, by and between Equitable and Integrity, previously filed with this Registration Statement No. 2-74667 on May 4, 1987, refiled electronically herewith. (c) Amendment, dated September 30, 1988, to Administration and Servicing Agreement by and between Equitable and Integrity, previously filed with this Registration Statement No. 2-74667 on April 19, 1989, refiled electronically herewith. 9. (a) Opinion of Hebert P. Shyer, Executive Vice President and General Counsel of Equitable, previously filed with this Registration Statement No. 2-74667 on November 6, 1983, refiled electronically herewith. (b) Opinion of Hebert P. Shyer, Executive Vice President and General Counsel of Equitable, as to the legality of the securities being registered, previously filed with this Registration Statement No. 2-74667 on April 24, 1987, refiled electronically herewith. C-4 SIGNATURES As required by the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets the requirements of Securities Act Rule 485(b) for effectiveness of this amended Registration Statement and has caused this amended Registration Statement to be signed on its behalf in the City and State of New York, on this 3rd day of August,1998. SEPARATE ACCOUNT NO. 301 OF THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES (Registrant) By: The Equitable Life Assurance Society of the United States By: /s/ Maureen K. Wolfson --------------------------- Maureen K. Wolfson Vice President SIGNATURES As required by the Securities Act of 1933 and the Investment Company Act of 1940, the Depositor has duly caused this Registration Statement or amendment thereto to be signed on its behalf, in the City and State of New York, on this 3rd day of August, 1998. THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES (Depositor) By: /s/ Maureen K. Wolfson -------------------------- Maureen K. Wolfson Vice President The Equitable Life Assurance Society of The United States As required by the Securities Act of 1933 and the Investment Company Act of 1940, this Registration Statement or amendment thereto has been signed by the following persons in the capacities and on the date indicated: PRINCIPAL EXECUTIVE OFFICERS: Edward D. Miller Chairman of the Board, Chief Executive Officer and Director Michael Hegarty President, Chief Operating Officer and Director PRINCIPAL FINANCIAL OFFICER: Stanley B. Tulin Vice Chairman of the Board, Chief Financial Officer and Director PRINCIPAL ACCOUNTING OFFICER: /s/ Alvin H. Fenichel - --------------------- Alvin H. Fenichel Senior Vice President and August 3, 1998 Controller DIRECTORS: Francoise Colloc'h Donald J. Greene George T. Lowy Henri de Castries John T. Hartley Edward D. Miller Joseph L. Dionne John H.F. Haskell, Jr. Didier Pineau-Valencienne Denis Duverne Michael Hegarty George J. Sella, Jr. William T. Esrey Mary R. (Nina) Henderson Stanley B. Tulin Jean-Rene Fourtou W. Edwin Jarmain Dave H. Williams Norman C. Francis G. Donald Johnston, Jr. By: /s/ Maureen K. Wolfson ---------------------- Maureen K. Wolfson Attorney-in-Fact August 3rd, 1998 EXHIBIT INDEX EXHIBIT NO. PAGE NO. - ----------- -------- 1.(a) Resolution of the Board of Directors of Equitable authorizing establishment of the Registrant. 3.(a) Form of Sales Agreement. 3.(b) Sales Agreement among Equitable, Separate Account 301 and Equitable Variable Life Insurance Company. 3.(c) Distribution and Servicing Agreement dated May 1, 1994 among Equico Securities, Inc., (now EQ Financial Consultants, Inc.), Equitable, and Equitable Variable. 3.(d) Distribution Agreement dated January 1, 1995 among the Hudson River Trust and Equico Securities (now EQ Financial Consultants, Inc.). 3.(e) Sales Agreement dated January 1, 1995 among Equitable and Equitable's Separate Accounts A, No. 301 and No. 51. 4.(a)(1) Form of group variable annuity contract, as amended (TSA). 4.(a)(2) Rider to group variable annuity contract, as amended (TSA). 4.(b)(1) Form of group variable annuity certificate, as amended (TSA). 4.(b)(2) Rider No. PF 94,178 to group variable annuity certificate, as amended (TSA). 4.(c)(1) Rider No. PF 94,189 to group variable annuity contract, as amended (TSA). 4.(c)(2) Rider No. PF 94,188 to group variable annuity certificate, as amended. 4.(d)(1) Form of group variable annuity contract, as amended (IRA). 4.(d)(2) Rider No. PF 96,000 to group variable annuity contract, as amended (IRA). 4.(d)(3) Rider No. PF 10,000 to group variable annuity contract, as amended (IRA). 4.(e)(1) Form of group variable annuity certificate (IRA). 4.(e)(2) Rider No. PF 96,100 to group variable annuity certificate, (IRA). 4.(e)(3) Rider No. PF 10,001 to group variable annuity certificate, as amended (IRA). 4.(f) Plan of operations, as amended. 5.(a) Form of application for group variable annuity contract, as amended (IRA). 5.(b) Form of participant enrollment for group variable annuity contract, as amended (IRA). 8.(a) Agreement dated as of March 15, 1985 between Integrity Life Insurance Company and Equitable. 8.(b) Administration and Servicing Agreement between Equitable and Integrity, dated as of May 1, 1987. 8.(c) Amendment to Administration and Servicing Agreement dated as of September 30, 1988 between Equitable and Integrity. 9.(a) Opinion of Herbert P. Shyer, Executive Vice President and General Counsel of Equitable. 9.(b) Opinion of Hebert P. Shyer, Executive Vice President and General Counsel of Equitable as to the legality of the securities being registered. EX-1.(A) 2 RESOLUTION RE GROUP IRA BUSINESS OFFICIAL NOTICE Res. No. B111-81 adopted by Board of Directors October 15, 1981 /s/ R. L. Enochs --------------------- R. L. Enochs Vice President and Secretary RESOLUTION RE GROUP IRA BUSINESS ----------------- WHEREAS, pursuant to authority granted by Resolution No. 21-69 adopted by the Board of Directors on April 17, 1969, certain officers of The Equitable, including the Chief Investment Officer, are authorized to establish any and all separate accounts deemed by such officers to be necessary or desirable for The Equitable's authorized annuity business; and WHEREAS, Senior Executive Vice President Attwood, by his concurrence in a memorandum to him from Senior Vice President J. Gary Burkhead dated October 7, 1981, a copy of which has been presented to this Board and is filed with the records of this meeting, has recommended that authority be granted (i) to create separate accounts referred to in such memorandum, (ii) to establish Committees for such separate accounts pursuant to Section 227(6) of the Insurance Law of the State of New York, (iii) to indemnify the members of the Committees for such separate accounts, and (iv) to take further action with respect to such separate accounts similar to that taken or authorized by the Board of Directors with respect to Separate Account A; NOW, THEREFORE, BE IT RESOLVED, That, pursuant to Section 227 of the Insurance Law of the State of New York, authority is hereby given to establish separate accounts for The Equitable's authorized annuity business as set forth in the memorandum of Senior Vice President J. Gary Burkhead dated October 7, 1981; FURTHER RESOLVED, That, pursuant to Section 227(6) of the Insurance Law of the State of New York, authority is hereby granted to the Chairman of the Board, the President or Executive Vice President and Chief Investment Officer to establish Committees for such separate accounts and to designate the initial members thereof each of whom shall serve until the first meeting of persons having voting rights in respect of the separate account, as provided in its rules and regulations, and until his or her successor shall qualify, and thereafter the members of the Committee shall be elected by such persons; FURTHER RESOLVED, That, pursuant to Section 5.5 of the By-Laws of The Equitable, as amended, in consideration of each member's agreement to serve as a member of the Committees for such separate accounts at The Equitable's request and because of The Equitable's interest in those separate accounts, The Equitable shall indemnify, to the extent permitted by the law of the State of New York and subject to all applicable requirements thereof, any person made or threatened to be made a party to any action or proceeding whether civil or criminal by reason of the fact that that person or that person's testator or intestate is or was a member of said Committee; and FURTHER RESOLVED, That authority is hereby granted to take all further necessary or desirable action in connection with the establishment or operation of those separate accounts or the sale of agreements providing for allocation of amounts to such separate accounts, including all such action similar to that taken or authorized pursuant to Resolution No. 35-68 adopted by the Board of Directors on July 18, 1968, with respect to Separate Account A. OFFICIAL NOTICE Res. No. B41-82 adopted by Board of Directors April 15, 1982 Vice President and Secretary RESOLUTION RE APPROVAL OF SEPARATE ACCOUNTS WHEREAS, by Resolution No. 111-81 adopted by the Board of Directors on October 15, 1981, authority was given to establish a series of separate accounts pursuant to Section 227 of the Insurance Law of the State of New York to serve as funding vehicles for a Group Individual Retirement Account (IRA) product; WHEREAS, Senior Vice President Attwood, by his concurrence in a memorandum to him from Executive Vice President J. Gary Burkhead dated April 14, 1982, a copy of which has been presented to the Board and is filed with the records of this meeting, has recommended that authority be granted: (i) to expand the series of separate accounts established pursuant to Resolution No. 111-81 to serve as funding vehicles for other tax-favored markets, such as tax sheltered annuities authorized under Section 403(b) of the Internal Revenue Code, as amended (the "Code"); public employee deferred compensation plans under Section 457 of the Code; and small HR-10 plans under Section 401 of the Code; (ii) to create a parallel series of separate accounts to be used as funding vehicles for non-tax favored deferred variable annuities, said separate accounts to have similar investment policies to the accounts for the tax-favored markets; (iii) to create new separate accounts in each series, and for the qualified plan market, to invest in a diversified portfolio of debt securities or other investments selected to accord with the terms of an Equitable minimum guarantee; (iv) to establish Committees for separate accounts pursuant to Section 227(6) of the Insurance Law of the State of New York; (v) to indemnify the members of the Committees for such separate accounts; (vi) to take further action with respect to such separate accounts similar to that taken or authorized by the Board of Directors with respect to Separate Account A; (vii) to extend the present authorization for systems expenditure and indemnifications authorized in Resolution Nos. 136-81 and 25-82 adopted by the Board on December 17, 1981 and March 18, 1982, respectively, to cover the new uses for the separate accounts; and WHEREAS, Executive Vice President J. Gary Burkhead has recommended in his memorandum dated April 14, 1982 that the Board approve the use of the Schedule K82 rates of commissions and service fees for any pension contract funded by a series of separate accounts referred to in said memorandum; NOW, THEREFORE, BE IT RESOLVED, that the series of separate accounts established pursuant to Resolution No. 111-81 may serve as funding vehicles for additional group tax-favored markets as set forth in the memorandum of Executive Vice President J. Gary Burkhead, dated April 14, 1982; FURTHER RESOLVED, that, pursuant to Section 227 of the Insurance Law of the State of New York, authority is hereby given to establish a new series of separate accounts for non-tax favored variable annuities for The Equitable's authorized annuity business as set forth in the memorandum of Executive Vice President J. Gary Burkhead, dated April 14, 1982; FURTHER RESOLVED, that, pursuant to Section 227 of the Insurance Laws of the State of New York, authority is hereby given to establish new separate accounts to fund contracts providing for minimum guarantees as set forth in the memorandum of Executive Vice President J. Gary Burkhead dated April 14, 1982; FURTHER RESOLVED, that, pursuant to Section 227(6) of the Insurance Law of the State of New York, authority is hereby granted to the Chairman of the Board, the President or Senior Executive Vice President and Chief Investment Officer to establish Committees for the separate accounts, and to designate the initial members thereof, each of whom shall serve until the first meeting of persons having voting rights in respect to said separate accounts, as provided in their respective rules and regulations, and until his or her successor shall qualify and, thereafter, the members of said Committees shall be elected by such persons; FURTHER RESOLVED, that, pursuant to Section 5.5 of the By-Laws of The Equitable, as amended, in consideration of each member's agreement to serve as a member of the Committees for such separate accounts at The Equitable's request and because of The Equitable's interest in those separate accounts, The Equitable shall indemnify, to the extent permitted by the law of the State of New York and subject to all applicable requirements thereof, any person made or threatened to be made a party to any action or proceeding whether civil or criminal by reason of the fact that that person or that person's testator or intestate is or was a member of said Committees; FURTHER RESOLVED, that authority is hereby granted to take all further necessary or desirable action in connection with the establishment or operation of those separate accounts or the sale of agreements providing for allocation of amounts to such separate accounts, including all such action similar to that taken or authorized pursuant to Resolution No. 35-68 adopted by the Board of Directors on July 18, 1968 with respect to Separate Account A; FURTHER RESOLVED, that the authority granted by Resolution Nos. 136-81 and 25-82 adopted by the Board on December 17, 1981 and March 18, 1982, respectively, be expanded as set forth in the memorandum of Executive Vice President J. Gary Burkhead dated April 15, 1982; and FURTHER RESOLVED, that, upon the recommendation of Executive Vice President J. Gary Burkhead as set forth in his memorandum dated April 14, 1982, the Board of Directors hereby approves the use of the Schedule K82 rates of commissions and service fees under pension contracts for individual tax-deductible contributions by Resolution No. 135-81 adopted by the Board of Directors on December 17, 1981 for any pension contract funded by a series of separate accounts for use in connection with the group pension tax-favored, tax-qualified or non-favored products referred to in the memorandum. The appropriate officers are hereby authorized to give effect to such commissions and service fees as soon as practicable subject to obtaining any required approval of regulatory authorities. [EQUITABLE LOGO] J. GARY BURKHEAD Senior Vice President Pension Operations DATE: October 7, 1981 FOR: James A. Attwood Executive Vice President and Chief Investment Officer SUBJECT: Request for Board Authorization to Establish New Separate Accounts - ----------------------------------------------------------------------------- Pension Operations requests authorization from Equitable's Board of Directors to establish new separate accounts to serve as funding vehicles for a new Group Individual Retirement Account (IRA) product. The new Group IRA product is being designed as a facility for tax deductible contributions made by employees outside of qualified plans, in accordance with the Economic Recovery Tax Act of 1981. This product is to be offered to individuals through employers and associations of employers. Because the IRA contributors will not be made under a qualified plan, each of the separate accounts used as a funding vehicle fro the Group IRA product must be registered with the SEC as an investment company. Therefore, I recommend that we request authorization from the Board of Directors of Equitable: 1. To create new separate accounts for the Group IRA product. Initially, we propose establishing four new separate accounts: a common stock account, a money market account, a bond account, and a balanced account. Additional accounts may be created later. 2. To establish Committees for the new separate accounts, and to indemnify their members. 3. To take further actions in the operation of these accounts, similar to those previously authorized by the Board for other registered separate accounts (pursuant to the resolution authorizing Separate Account A), that include: the operation of the accounts by the appointed Committees, filings under Federal and state securities laws, and any appropriate applications for exemptions from the Investment Company Act. The attached Board Resolution provides for the requested authority. /s/ J. Gary Burkhead ----------------------- J. Gary Burkhead JGB: JR Enclosure [EQUITABLE LOGO] J. GARY BURKHEAD Executive Vice President Pension Operations DATE: April 14, 1982 FOR: James A. Attwood, Senior Executive Vice President & Chief Investment Officer SUBJECT: Extension of the Participant Package - ----------------------------------------------------------------------------- The Equitable introduced last January a group pension package of new separate accounts to serve the newly expanded IRA market. Employers collect employee contributions through payroll deductions, and participant-level record-keeping is provided through computer systems of an outside vendor. The Internal Revenue Code now provides a number of other provisions conveying tax benefits for individual savings, ranging from the long-familiar tax-sheltered annuities and voluntary employee contributions under qualified plans to such relatively recent developments as deferred compensation plans for public employees (Section 457) and Section 401(k) plans for private employees. The use of such provisions can be expected to grow rapidly in this decade: there is a growing national attention to the need for individual retirement savings, arising from awareness that the population is aging, that Social Security cannot be expanded further, and that capital formation must be increased. The group IRA participant package is a natural concept to extend to all of these uses wherever the employer will provide the key administrative link of distributing information and collecting through payroll deduction. Accordingly, we wish to extend the group IRA participant package to other tax-favored markets, including appropriate qualified plan vehicles, and to a corresponding facility for deferred variable annuities supplemental to the tax-favored packages. This requires Board approval to use IRA separate accounts in other tax-favored markets apart from qualified plans (for which existing separate accounts can be used) and to establish a parallel series of separate accounts for deferred variable annuities. Further, specific Board approval should be obtained for creating a new separate account in each series of the participant package to serve as a vehicle for a new style of interest guarantee. Extension of the Participant Package Page -2- As with the present group IRA product, the participant package will be only for what are, in effect, employee contributions, collected by employers through payroll deductions. Similarly, participant-level record-keeping will be conducted by one or more outside vendors; amounts presently authorized for EDP work on the IRA product are expected to cover the costs of adapting existing systems to these new uses, but Board approval should be obtained for that new use of those funds. The corporate IRA program commission scale will be applied to these extensions of the participant package. Implementation of these extensions is conditioned upon suitable clearances from the New York Insurance Department, the Securities and Exchange Commission, and the Internal Revenue Service. The accompanying resolution sets forth these several approvals. May I have your approval to submit this to the Board? /s/ J. Gary Burkhead ------------------------ J. Gary Burkhead Executive Vice President EX-3.(A) 3 FORM OF SALES AGREEMENT FORM OF SALES AGREEMENT AGREEMENT, dated as of , 1986 by and among Integrity Life Insurance Company ("Integrity"), ("Insurer") and Separate Account of (the "Separate Account"). W I T N E S S E T H: WHEREAS, Integrity is a principal underwriter of Harmony Investment Trust (the "Trust"), a series mutual fund whose shareholders are separate accounts of insurance companies pursuant to a Distribution Agreement dated as of , 1986 ("Distribution Agreement"); WHEREAS, such insurance companies issue, among other products, variable life insurance and annuity products ("Variable Products") under which contributions are allocated to such separate accounts for investment in the Trust, and shares of the Trust are not sold except in connection with such Variable Products; -2- WHEREAS, the Trust is registered as an open-end investment company under the Investment Company Act of 1940 (the "1940 Act"); WHEREAS, the Trust may designate in its sole discretion that certain portfolios are limited to certain types of Variable Products or to a single insurer and its affiliates; WHEREAS, Insurer issues [type of variable products] ("Certificates"), under which contributions are allocated to the investment divisions of the Separate Account, which constitute Variable Products as contemplated by this Agreement, and which are eligible for investment in the Trust's portfolios ("Funds") generally available for [type of variable product] or dedicated to Insurer and its affiliates; WHEREAS, Insurer and Integrity are each registered as a broker-dealer under the Securities Exchange Act of 1934 ("1934 Act") and each is a member of the National Association of Securities Dealers, Inc. ("NASD"); WHEREAS, Insurer may in the future issue other Variable Products under which contributions or premiums are allocated to the Separate Account or other separate accounts; WHEREAS, Insurer may in the future issue other Variable Products under which contributions or premiums are allocated to the Separate Account or other separate accounts; -3- NOW THEREFORE, Integrity, Insurer and the Separate Account hereby agree as follows: 1. Integrity will make available to the Separate Account shares of all Funds available for [type of variable product] for investment of contributions under the Certificates. The Funds currently generally available for [type of variable products] or dedicated to Insurer and its affiliates are set forth in Schedule A hereto. Integrity will promptly notify Insurer of new Funds made generally available into which contributions under the Funds may be invested. 2. Purchases and redemptions of shares will be at net asset value for the appropriate Fund, next computed as set forth in the most recent Trust prospectus and Statement of Additional Information (respectively, "Trust Prospectus" and "SAI") and any supplements thereto, and shall be submitted to the Trust's transfer agent pursuant to procedures forwarded from time to time by Integrity. 3. Orders for shares must be accompanied by payment therefor in immediately available funds unless other procedures for payment are specified by Integrity upon 90 days' notice and agreed to by Insurer. Orders for redemption will be settled by payment in immediately available funds unless other procedures for payment are specified by Insurer upon 90 days' notice and agreed to by Integrity. -4- 4. (a) In good faith and as soon as practicable, Integrity will provide at Trust expense camera ready copy of the current Trust Prospectus and SAI and any supplements thereto for printing and distribution by Insurer with the prospectus for the Certificates. Integrity will also provide camera ready copy of Trust proxy materials and semi-annual reports, and any supplements thereto. Integrity will use its best efforts to coordinate with Insurer and to provide notice of anticipated filings or supplements. Insurer is not authorized (i) to give any information or make any representations concerning the Trust, its shares or operations except those contained in the most recent Trust Prospectus and SAI and any supplements thereto, or (ii) to use any sales literature or advertising mentioning the Trust (including brochures, letters, illustrations and other similar materials, whether transmitted directly to potential applicants or published in print or audio-visual media), except in either case as Integrity, on behalf of the Trust, may authorize in writing in advance, which authorization will not be unreasonably withheld. Integrity will furnish Insurer from time to time such information with respect to the Trust and its shares as Insurer may reasonably request. At reasonable times and upon reasonable notice to the Trust, the Insurer shall have the -5- right, except as stated below, to inspect, at its own expense, the trust's books, records and accounts presented and maintained in accordance with federal securities laws and such additional information regarding the Trust's financial condition and operations (including, with the consent of such auditors, the workpapers of the Trust's independent auditors), as Insurer may reasonably request. In addition, Integrity shall furnish Insurer upon request copies of the Trust's registration statement and all amendments and exhibits thereto and periodic reports filed with the Securities and Exchange Commission under the 1940 Act. Insurer acknowledges that certain books, records, accounts and documents which Insurer may otherwise inspect pursuant to this paragraph may contain confidential information with respect to the Trust or its advisers, underwriters or shareholders, and Insurer agrees that the Board of Trustees of the Trust may withhold any book, record, account, document or other information or part thereof containing information determined to be confidential in the sole discretion of the Trust's Board of Trustees. (b) Integrity will indemnify and hold harmless Insurer and the Separate Account against any losses, claims, damages or liabilities, to which Insurer or the Separate Account may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained in the Trust -6- Prospectus and/or SAI or any supplements thereto, or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading; and will reimburse Insurer or the Separate Account for any legal or other expenses reasonably incurred by it in connection with investigating or defending against such loss, claim, damage, liability or action; provided, however, that Integrity shall not be liable in any such case to the extent that any such loss, claim, damage or liability arises out of or is based upon an untrue statement or alleged untrue statement or omission or alleged omission made in the Trust Prospectus and/or SAI or any such supplement in good faith reliance upon and in conformity with written information furnished by Insurer specifically for use in the preparation thereof. Integrity shall not indemnity Insurer or the Separate Account for any action where an applicant for the Certificates was not furnished or sent or given, at or prior to written confirmation of the sale of the Certificate, a copy of the prospectus relating to the Certificates together with the Trust Prospectus, any supplements to the Trust Prospectus Integrity may furnish to Insurer and, if requested by the applicant from the Insurer, the Trust SAI and any supplements thereto. -7- 5. (a) Insurer shall report to Integrity for communication to the Board of the Trust any conflict or potential for conflict known to Insurer or which reasonably should be known to Insurer between the interests of the policyowners in the Separate Account and the interests of policyowners in the separate accounts of other insurance companies investing in the Trust and shall assist the Board of the Fund in carrying out its responsibilities with respect to such conflicts. An irreconcilable material conflict may arise, inter alia, from: (i) an action by a state insurance regulatory authority; (ii) a chance in applicable insurance laws or regulations; (iii) a tax ruling or provision of the Internal Revenue Code or the regulations thereunder; (iv) any other development relating to the tax treatment of insurance companies, certificate or contract owners or beneficiaries of Variable Products; -8- (v) the manner in which a Fund is being invested; (vi) differences in voting instructions given by owners of different types of Variable Products; or (vii) a decision by an insurance company to override instructions of its certificate or contract owners with respect to Fund shares. (b) Insurer shall at its expense take any steps determined to be necessary by the Board of the Trust to eliminate any material irreconcilable conflict determined to exist by the Board of the Trust, including, but not limited to, (i) withdrawing the assets (in cash and/or securities, as determined by the Trustees) allocable to the Separate Account from the Trust or any of the Funds and reinvesting such assets in a different medium, including another Fund of the Trust, or submitting the question whether such segregation should be implemented to a vote of all affected certificate or contract owners and, as appropriate, segregating the assets of the certificate or contract owners of different types of Variable Products or all the certificate or contract owners of the Separate Account or of the Insurer that vote in favor of such segregation, or offering to the affected certificate or contract owners the option of making such a change, and -9- (ii) establishing a new registered management investment company or managed Separate Account. The determination of the Trust's Board will be conclusive and in no event will the Trust or Integrity be required to establish a new funding medium for Variable Products issued by Insurer. Nevertheless, Insurer shall not be required to establish a new funding medium for Variable Products in accordance with this section if an offer to do so has been declined by a majority of the affected certificate or contract owners. Moreover, Insurer will be assisted by Integrity in taken any actions required pursuant to this paragraph to minimize disruption of the certificate or contract owners or depression of the value of the assets of the Variable Products affected. Any procedures with respect to the resolution of conflicts adopted by the Trust's Board of Trustees shall be incorporated herein by reference. (c) Integrity shall promptly inform the Insurer of (i) any determination by the Trust's Board of the existence of an irreconcilable material conflict involving any other insurance company and the implications of such conflict and (ii) any other circumstances which come to its attention which might result in termination of the offering of shares of the Trust or any of the Funds to the Separate Account. (d) Insurer shall, in connection with its obligations and those of the Separate Account hereunder, comply with applicable law including state insurance law. Insurer -10- represents that it has taken all actions required to authorize investment by the Separate Account in the Trust and that no objection raised by the appropriate state insurance regulatory authorities to the terms of such investment remains unresolved on the date hereof. (e) Integrity shall inform Insurer in advance of all regular meetings of the Trust's Board of Trustees. Insurer may, upon reasonable notice, request permission to be present at a regular meeting or make a presentation to the Board of Trustees of the Trust. Permission to so appear shall not be unreasonably withheld. 6. The Insurer will provide certificate and contractowners with voting privileges with respect to Trust shares attributable to the Certificate consistent with all other separate accounts investing in the Trust. Pass-through voting privileges will be calculated with reference to the number of shares of the Trust attributable to a particular certificate or contract. Insurer will vote its own shares of each Fund and shares for which no instructions have been received in the same proportion as instructions received for that Fund. 7. This Agreement shall terminate automatically if it shall be assigned. -11- 8. This Agreement may be terminated at any time on two years' written notice to the other party hereto, without the payment of any penalty, by Insurer or Integrity. 9. This Agreement shall terminate automatically if the Distribution Agreement shall terminate. 10. This Agreement shall be subject to the provisions of the 1940 Act and the 1934 Act and the rules, regulations, and rulings thereunder and of the NASD, from time to time in effect, including such exemptions from the 1940 Act as the Securities and Exchange Commission ("SEC") may grant, and the terms hereof shall be interpreted and construed in accordance therewith. Without limiting the generality of the foregoing, the term "assigned" shall not include any transaction exempt from section 15(b)(2) of the 1940 Act by order or rule of the SEC or any transactions as to which the staff of the SEC has taken a no-action position. Insurer shall, in connection with its obligations hereunder, comply with all laws and regulations, whether Federal or state, and whether relating to insurance, securities or other general areas, including but not limited to the recordkeeping and sales supervision requirements of such laws and regulations. -12- Integrity shall immediately notify Insurer of the issuance by any regulatory body of any stop order with respect to the Trust Prospectus or SAI or the initiation of any proceeding for that purpose or for any other purpose relating to the registration or an offering of shares of the Trust and of any other action or circumstances that may prevent the lawful offer or sale of shares of the Trust in any state or jurisdiction. 11. Insurer shall submit to all regulatory and administrative bodies having jurisdiction over the operations of Integrity or the Trust, present or future, any information, reports or other material which any such body by reason of this Agreement may request or require pursuant to applicable laws or regulations. 12. Insurer retains the ultimate right of control over, and responsibility for, marketing the Certificate. 13. Integrity represents that neither Integrity nor any person employed in any material connection with respect to the services provided pursuant to this Agreement: (a) Within the last 10 years has been convicted of any felony or misdemeanor arising out of conduct involving embezzlement, fraudulent conversion, or misappropriation of funds or securities, or involving violations of Section 1341, 1342, or 1343 of Title 18, United States Code; or -13- (b) Within the last 10 years has been found by any state regulatory authority to have violated or has acknowledged violation of any provisions of any state insurance law involving fraud, deceit or knowing misrepresentation; or (c) Within the last 10 years has been found by any federal or state regulatory authorities to have violated or have acknowledged violation of any provision of federal or state securities laws involving fraud, deceit or knowing misrepresentation. 14. Integrity and Insurer each represent that no commission or other fee shall be charged or paid to any person or entity in connection with the sale or purchase of the Trust's shares to or from the Separate Account, other than regular salary or wages. Integrity represents that it has entered into no more favorable agreement for purchase and sale of Trust shares with any other insurer. In the event that Integrity enters into any such agreement, Integrity agrees to offer the same terms to Insurer. Integrity also agrees that, if Insurer issues Certificate under which contributions are allocated to separate accounts other than the Separate Account and which constitute Variable Products as contemplated by this Agreement, -14- Integrity will at Insurer's request enter into an agreement with Insurer and the other separate account having terms substantially identical to those of this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written. Date: , 1986 -------------- INTEGRITY LIFE INSURANCE COMPANY Attest: By: - ------------------------------- ------------------------------ Secretary Vice President [INSURER] Attest: By: - ------------------------------- ------------------------------ Secretary SEPARATE ACCOUNT OF -------- [INSURER] Attest: By: - ------------------------------- ------------------------------ Secretary EX-3.(B) 4 SALES AGREEMENT SALES AGREEMENT AGREEMENT, dated as of July 22, 1992, by and among Equitable Variable Life Insurance Company ("Equitable Variable"), The Equitable Life Assurance Society of the United States ("Equitable"), and Equitable's Separate Account No. 301 (the "Separate Account"). W I T N E S S E T H: WHEREAS, Equitable Variable is a principal underwriter of the The Hudson River Trust (the "Trust"), a series mutual fund whose shareholders are separate accounts ("Eligible Separate Accounts") of insurance companies ("Participating Insurance Companies"), pursuant to a Distribution Agreement dated as of July 22, 1992 ("Distribution Agreement"); WHEREAS, such Participating Insurance Companies issue, among other products, variable life insurance and annuity products ("Variable Products") whose net premiums, contributions or other considerations are allocated to Eligible Separate Accounts for investment in the Trust, and shares of the Trust are not sold except in connection with such Variable Products; - 2 - WHEREAS, the Trust is registered as an open-end investment company under the Investment Company Act of 1940 (the "1940 Act"); WHEREAS, the Board of Trustees of the Trust may, in its sole discretion, determine that certain portfolios shall be available only to certain types of Variable Products or to a single insurer and its affiliates; WHEREAS, Equitable issues Variable Products, whose net premiums are allocated to the Separate Account, and which are eligible for investment in the Trust's portfolios; WHEREAS, Equitable will distribute the Variable Products, either directly or indirectly through one or more affiliated or nonaffiliated broker-dealers with whom Equitable has selling agreements; WHEREAS, Equitable and Equitable Variable are each registered as a broker-dealer under the Securities Exchange Act of 1934 (the "1934 Act") and each is a member of the National Association of Securities Dealers, Inc. (the "NASD"); WHEREAS, Equitable Variable and Equitable wish to define and describe the conditions under which shares of the Trust will be made available for investment by the Separate Account. - 3 - NOW THEREFORE, Equitable Variable, Equitable and the Separate Account hereby agree as follows: 1. The Board of Trustees of the Trust has adopted a Policy on Conflicts (the "Policy"). This Agreement shall be subject to the provisions of the Policy, the terms of which shall be incorporated herein by reference, made a part hereof and controlling. The Policy may be amended or superseded, without prior notice, and this Agreement shall be deemed amended to the extent the Policy is amended or superseded. Equitable and the Separate Account each represent and warrant that it will act in a manner consistent with such Policy as so set forth and as it may be amended or superseded, so long as it owns any Trust shares. This provision shall survive the termination of this Agreement. 2. Equitable Variable will make available to the Separate Account shares of the Trust's portfolios in connection with Variable Products funded by the Separate Account only as set forth on Schedule A hereto. Schedule A may be modified from time to time by written agreement of the parties; 3. Purchases and redemptions of shares will be at net asset value for the appropriate portfolio, computed as set forth in the most recent Trust prospectus and Statement of Additional Information (respectively, "Trust Prospectus" and "SAI") and any supplements thereto, and shall be submitted by Equitable to the - 4 - Trust's transfer agent pursuant to procedures and in accordance with payment provisions adopted by the parties from time to time. Trust shares may not be sold or transferred except to an Eligible Separate Account and only in accordance with Schedule A. 4. (a) In good faith and as soon as practicable, Equitable Variable will provide at Trust expense camera ready copy of the current Prospectus and SAI and any supplements thereto for printing and distribution by Equitable with the prospectus for the Variable Products. Equitable Variable will also provide camera ready copy of Trust proxy materials and semi-annual reports, and any supplements thereto. Equitable Variable will use its best efforts to coordinate with Equitable and to provide notice of anticipated filings or supplements. Equitable may alter the form of the prospectus, SAI, semi-annual reports, proxy statements or other Trust documents, with the prior approval of the Trust's officers. Equitable shall bear all costs associated with such alteration of form. Equitable is not authorized (i) to give any information or make any representations concerning the Trust, its shares or operations except those contained in the most recent Trust Prospectus and SAI and any supplements thereto, or (ii) to use any description of the Trust in any sales literature or advertising (including brochures, letters, illustrations and other similar materials, whether transmitted directly to potential purchasers of Variable - 5 - Products or published in print or audio-visual media), except in either case as Equitable Variable of officers of the Trust may authorize in advance, which authorization will not be unreasonably withheld or delayed. Equitable shall indemnify and hold harmless Equitable Variable from any and all losses, claims, damages or liabilities (or actions in respect thereof) to which Equitable Variable may be subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or result from negligent, improper, fraudulent or unauthorized acts or omissions by Equitable, its employees, agents or representatives, including but not limited to improper solicitation of applications for Variable Products. (b) Equitable Variable will indemnify and hold harmless Equitable and the Separate Account against any losses, claims, damages or liabilities, to which Equitable or the Separate Account may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon (i) any untrue statement or alleged untrue statement of any material fact contained in the Trust Prospectus and/or SAI or any supplements' thereto, (ii) the omission or alleged omission to state any material fact required to be stated in the Trust Prospectus and/or SAI or try supplements thereto or necessary to make the statements therein not misleading, or (iii) other misconduct or negligence of - 6 - Equitable Variable in its capacity as a distributor of the Trust; and will reimburse Equitable or the Separate Account for any legal or other expenses reasonably incurred by it in connection with investigating or defending against such loss, claim, damage, liability or action; provided, however, that Equitable Variable shall not be liable in any such case to the extent that any such loss, claim, damage or liability arises out of or is based upon an untrue statement or alleged untrue statement or omission or alleged omission made in the Trust Prospectus and/or SAI or any such supplement in good faith reliance upon and in conformity with written information furnished by Equitable specifically for use in the preparation thereof. Equitable Variable shall not indemnify Equitable or the Separate Account for any action where an applicant for the Variable Products or a policyholder was not furnished or sent or given, at or prior to written confirmation of the sale of the Variable Products and at such later times as required by state or federal securities laws, a copy of the prospectus relating to the Variable Products together with the Trust Prospectus, any supplements to the Trust Prospectus Equitable Variable may furnish to Equitable and, if requested by the applicant from Equitable or required by applicable law, the Trust SAI and any supplements thereto and, as required by applicable law, the Trust's annual and semi-annual reports, other required reports and proxy statements. - 7 - 5. This Agreement shall terminate automatically if it shall be assigned. The Agreement shall also terminate automatically if the Distribution Agreement shall terminate. 6. If Equitable Variable is notified that the Distribution Agreement will be terminated and that it shall cease to be the principal underwriter of the Trust, Equitable Variable shall immediately notify the other parties in writing of such termination, and this Agreement shall continue in effect until the effective date of the termination of the Distribution Agreement. This Agreement may be terminated by any party at any time on one hundred eighty days' written notice to the other parties, without the payment of any penalty. 7. This Agreement shall be subject to the provisions of the 1940 Act, the 1934 Act and the Securities Act of 1933 and the rules, regulations, and rulings thereunder and of the NASD, from time to time in effect, including such exemptions from the 1940 Act and no action positions as the Securities and Exchange Commission or its staff may grant, and the terms hereof shall be interpreted and construed in accordance therewith. Without limiting the generality of the foregoing, the term "assigned" shall not include any transaction exempt from section 15(b)(2) of the Investment Company Act by order of the Securities and Exchange Commission or any transaction as to which the staff of the Securities and Exchange Commission has taken a no action position. - 8 - Equitable shall, in connection with its obligations hereunder, comply with all laws and regulations applicable thereto, whether Federal or state, and whether relating to insurance, securities or other general areas, including but not limited to the record keeping and sales supervision requirements of such laws and regulations. Equitable Variable shall immediately notify Equitable of the issuance by any regulatory body of any stop order with respect to the Trust Prospectus or SAI or the initiation of any proceeding for that purpose or for any other purpose relating to the registration or an offering of shares of the Trust and of any other action or circumstances that may prevent the lawful offer or sale of shares of the Trust in any state or jurisdiction. 8. Equitable and Equitable Variable shall submit to all regulatory and administrative bodies having jurisdiction over the operations of Equitable, Equitable Variable or the Trust, present or future, any information, reports or other material which any such body by reason of this Agreement may request or require as authorized by applicable laws or regulations. Equitable Variable shall keep confidential any information about Equitable's Variable Products or policyowners obtained pursuant to this Agreement and shall disclose such information only if Equitable has authorized such disclosure, or - 9 - if such disclosure is required by state or federal regulatory bodies, as authorized by applicable law. Equitable Variable will notify Equitable of disclosures required by regulatory bodies as soon as possible. Equitable Variable agrees that all records and other data pertaining to the Variable Products are the exclusive property of Equitable and that any such records and other data, whether maintained in written or electronic format, shall be furnished to Equitable by Equitable Variable upon termination of this Agreement for any reason whatsoever. This shall not preclude Equitable Variable from keeping copies of such data or records for its own files subject to the provisions of this paragraph. 9. Equitable retains the ultimate right of control over, and responsibility for, marketing the Variable Products. 10. Equitable Variable represents that neither Equitable Variable nor any person employed in any material connection with respect to the services provided pursuant to this Agreement: (a) Within the last 10 years has been convicted of any felony or misdemeanor arising out of conduct involving embezzlement, fraudulent conversion, or misappropriation of funds or securities, or involving violations of Sections 1341, 1342, or 1343 of Title 18, United States Code; or - 10 - (b) Within the last 10 years has been found by any state regulatory authority to have violated or has acknowledged violation of any provision of any state insurance law involving fraud, deceit or knowing misrepresentation; or (c) Within the last 10 years has been found by any federal or state regulatory authorities to have violated or have acknowledged violation of any provision of federal or state securities laws involving fraud, deceit or knowing misrepresentation. 11. Equitable Variable and Equitable each represent that no commission or other fee shall be charged or paid to any person or entity in connection with the sale or purchase of the Trust's shares to or from the Separate Account, other than regular salary or wages. 12. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. IN WITNESS WHEROF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written. EQUITABLE VARIABLE LIFE INSURANCE COMPANY Attest: By: - ----------------------------- ------------------------------- - 11 - THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Attest: By: - ----------------------------- ------------------------------- SEPARATE ACCOUNT NO. 301 By: THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES as depositor Attest: By: - ----------------------------- ---------------------------------- - 12 - SCHEDULE A All Hudson River Trust Portfolios are available to the Separate Account for premiums and conributions associated with all variable products funded by the Separate Account. 0335i 08/24/92 EX-3.(C) 5 DISTRIBUTION AND SERVICING AGREEMENT MAY 1, 1994 DISTRIBUTION AND SERVICING AGREEMENT This DISTRIBUTION AND SERVICING AGREEMENT, dated as of May 1, 1994, is made by and among Equico Securities, Inc. ("Equico"), The Equitable Life Assurance Society of the United States ("Equitable") and Equitable Variable Life Insurance Company ("Equitable Variable"), as follows: WHEREAS, pursuant to a Distribution Agreement, dated as of May 1, 1994, Equico is the principal underwriter of The Hudson River Trust ("Trust"), a series mutual fund registered under the Investment Company Act of 1940 ("1940 Act") whose shareholders are separate accounts of Equitable and Equitable Variable and of other insurance companies; WHEREAS, both Equitable and Equitable Variable issue variable insurance contracts ("Variable Contracts") whose net premiums or considerations are allocated in whole or in part to the respective separate accounts of Equitable and Equitable Variable for investment in the Trust, for direct investment or for investment in other funding media ("Separate Accounts"); WHEREAS, units of interest in the Separate Accounts are registered under the Securities Act of 1933 ("1933 Act") to the extent such registration is required; WHEREAS, Equitable and Equitable Variable are each broker-dealers registered under the Securities Exchange Act of 1934, as amended ("1934 Act"), and each is a member of the National Association of Securities Dealers, Inc. ("NASD"); -2- WHEREAS, the Variable Contracts (including all Variable Contracts issued by Equitable Variable) are offered and sold by members of Equitable's agency force, or by insurance brokers under contract with Equitable, who are also registered representatives of Equico and of Equitable ("Agents"); WHEREAS, Equitable and Equitable Variable each desire to engage Equico, a wholly-owned subsidiary of Equitable which is a registered broker-dealer under the 1934 Act and a member of the NASD, to assume the responsibilities set forth in this Agreement with respect to the distribution of the Variable Contracts, including in particular the responsibility for compliance with broker-dealer requirements under federal and any applicable state or foreign securities laws and the NASD Rules of Fair Practice ("NASD Rules") with respect to the offering of the Variable Contracts, and Equico desires to assume such responsibilities; WHEREAS, Equico desires to utilize Equitable's services and personnel in carrying out certain of its responsibilities under this Agreement, and Equitable is willing to furnish the same on the terms and conditions hereinafter set forth; NOW, THEREFORE, the parties hereto agree as follows: ARTICLE I Distribution Responsibility for the Variable Contracts Sec. 1.1 Equitable and Equitable Variable authorize Equico to act, and Equico agrees to serve Equitable, as broker-dealer in connection with the distribution of their respective Variable Contracts to the extent provided in this -3- Agreement. Equico shall be fully responsible for carrying out all compliance and supervisory obligations in connection with the distribution of the Variable Contracts, as required by the NASD Rules and by federal and any applicable state or foreign securities laws. Equitable shall be fully responsible for compensating the Agents for their sales of Variable Contracts, as provided in Section 1.4. Sec. 1.2 Without limiting the generality of Section 1.1, Equico agrees that it shall be fully responsible for: (A) Requiring that each person who is authorized to offer and sell the Variable Contracts is duly registered as a representative of Equico and is appropriately licensed, registered or otherwise qualified to offer and sell the Variable Contracts under the federal securities laws and any applicable securities laws of each state or other jurisdiction in which the Variable Contracts offered by such person may be lawfully sold; (B) Training, supervising and directing the Agents for purposes of complying on a continuous basis with the NASD Rules and with federal and state securities laws applicable in connection with the offer and sale of the Variable Contracts. In this connection, Equico shall: (i) Establish and implement reasonable written procedures which provide for diligent supervision of sales practices of the Agents; (ii) Require that Agents shall recommend the purchase of Variable Contracts only upon reasonable grounds to believe that the purchase is -4- suitable for each prospective purchaser, and verify their compliance with such requirement; (iii) Provide a sufficient number of registered principals and an adequate compliance staff to carry out the responsibilities set forth herein; and (iv) Impose disciplinary measures on the Agents. (C) Oversight of the securities activities of all persons engaged directly or indirectly in operations of Equico, Equitable and Equitable Variable related to the offer or sale of the Variable Products, each of whom shall be considered a "person associated" with Equico, as defined in Section 3(a)(18) of the 1934 Act. Equico shall have full responsibility for each such person with regard to his or her training, supervision and control, as contemplated by Section 15 of the 1934 Act, and, in that connection, shall have the authority to require that disciplinary action be taken with respect to such persons. Sec. 1.3 Equico represents that it is a broker-dealer duly registered under the 1934 Act and is a member in good standing of the NASD and, to the extent necessary to perform the activities contemplated hereunder, is duly registered, or otherwise qualified, under the securities laws of every state or other jurisdiction in which the Variable Contracts are available for sale, and Equico agrees to maintain such status. Consistent with its designation as distributor of the Variable Contracts, as provided in Section 1.1 of this Agreement, Equico acknowledges that it may be deemed to be an "underwriter" or a "principal underwriter" of the Separate Accounts under the federal securities laws. -5- Sec. 1.4 Equitable shall have exclusive responsibility for the payment of commissions or other fees in accordance with the applicable agreements between each Agent and Equitable relating to the Variable Contracts. All compensation paid by Equitable to the Agents with respect to sales of the Variable Contracts shall be paid by Equitable on its own behalf or on behalf of Equitable Variable (with respect to sales of Variable Contracts issued by Equitable Variable), and shall be reflected on the books and records of Equitable and, to the extent related to Variable Contracts issued by Equitable Variable, on the books and records of Equitable Variable. The responsibility of Equitable shall include the performance of all activities necessary in order that the payment of compensation hereunder complies with all applicable federal securities laws and state securities and insurance laws. Equitable and Equitable Variable retain the ultimate right to determine the rates of commission and other fees to be paid to the Agents in connection with their respective Variable Contracts. Nothing contained in this Agreement shall obligate Equico to pay any commissions or other fees to Agents or to reimburse any Agents for expenses incurred by them, nor shall Equico have any responsibility for the adequacy or accuracy of any amount paid to an Agent in connection with the sale of the Variable Contracts. Equico shall have no right or interest whatsoever in any commissions or other fees payable to Agents by Equitable or by Equitable Variable. Sec. 1.5 Equitable represents that it is a broker-dealer duly registered under the 1934 Act and is a member in good standing of the NASD. If Equitable shall determine, in sole judgment, that such status is not required for the purpose of properly discharging its responsibility under Section 1.4 of this Agreement, -6- Equitable may terminate its status as a registered broker-dealer without notice to the other parties hereto. Sec. 1.6 Equitable Variable agrees to cooperate fully with Equico and with Equitable in the proper discharge of the responsibilities allocated to them under this Article I. While undertaking to provide such cooperation and to perform various activities on its own behalf hereunder, Equitable Variable assumes no duties or responsibilities under this Agreement in its capacity as a registered broker-dealer and, accordingly, shall be under no obligation to maintain such status. Sec. 1.7 Equico, Equitable and Equitable Variable shall each cause to be maintained and preserved such accounts, books and other documents as are required by the 1934 Act and 1940 Act and any other applicable laws and regulations. In particular, without limiting the foregoing, Equico shall cause all the books and records in connection with the offer and sale of the Variable Contracts to be maintained and preserved in conformity with the requirements of Rules 17a-3 and 17a-4 under the 1934 Act, to the extent that such requirements are applicable to the Variable Contracts. The payment of premiums, purchase payments, commissions and other fees and payments in connection with the Variable Contracts shall be reflected on the books and records of Equitable and of Equitable Variable, as provided in Section 1.4 hereof and as may otherwise be required under applicable NASD regulations and federal and applicable state securities laws requirements. Sec. 1.8 Equico, Equitable and Equitable Variable shall each submit to all regulators and administrative bodies having jurisdiction over the sales of the -7- Variable Contracts, present or future, any information, reports, or other material that any such body by reason of this Agreement may request or require pursuant to applicable laws or regulations. In particular, without limiting the foregoing, Equitable and Equitable Variable agree that any books and records which they maintain pursuant to Section 1.5 of this Agreement which are required to be maintained under Rule 17a-3 or 17a-4 of the 1934 Act shall be subject to inspection by the Securities and Exchange commission ("SEC") in accordance with Section 17(a) of the 1934 Act. Sec. 1.9 Equico and Equitable each agree and understand that all documents, reports, records, books, files and other materials required under applicable NASD regulations and federal and state securities laws relative to the sales of Variable Contracts shall be the property of Equico, with the exception of those books and records maintained by Equitable pursuant to Section 1.4 which relate to sales compensation and shall be the joint property of Equitable and Equico. If, however, such documents, reports, records, books, files and other materials which are the property of Equico are required by applicable regulation or law to be maintained also by Equitable or by Equitable Variable, such material shall be the joint property of Equico, Equitable or Equitable Variable. All other documents, reports, records, books, files and other materials maintained relative to this Agreement shall be the property of Equitable or of Equitable Variable, depending upon the identity of the issuer of the Variable Contracts involved. Upon the termination of this Agreement, all such material shall be returned to the applicable party. Sec. 1.10 Equico, Equitable and Equitable Variable from time to time during the term of this Agreement, shall allocate among themselves, subject to a right of -8- further delegation, the administrative responsibility for maintaining and preserving the books, records and accounts kept in connection with the Variable Contracts; provided, however, in the case of books, records and accounts kept pursuant to a requirement of applicable law or regulation, the ultimate responsibility for maintaining and preserving such books, records and accounts shall be that of the party which is required to maintain or preserve such books, records and accounts under the applicable law or regulation, and such books, records and accounts shall be maintained and preserved under the supervision of that party. Equico, Equitable and Equitable Variable shall cause each other to be furnished with such reports as each may reasonably request for the purpose of meeting its respective reporting and recordkeeping requirements under such regulations and laws and under the insurance laws of the State of New York and any other applicable states or jurisdictions. ARTICLE II Procedures for Sale of Variable Contracts Sec. 2.1 Equitable and Equitable Variable each represent and warrant that units of interest of their respective Separate Accounts offered under the Variable Contracts are registered under the 1933 Act to the extent such registration is required, that the Separate Accounts are registered under the 1940 Act unless exempt from such registration, and that the Variable Contracts are qualified to be sold under the insurance laws and any applicable securities laws of all states and other jurisdictions in which the Variable Contracts are authorized for sale. Equitable and Equitable Variable each further represent and warrant that each of them is a life insurance company duly organized under the laws of the State of -9- New York and in good standing and authorized to conduct business under the laws of each state in which the Variable Contracts are offered and sold. Sec. 2.2 Equico will require that the Agents use only the effective prospectuses, statements of additional information ("SAIs") and other authorized materials in soliciting and selling the Variable Contracts. Equico is not authorized to give any information or to make any representations concerning the Variable Contracts other than those contained in the current prospectus or SAI therefor filed with the SEC or in such materials as may be authorized by Equitable or by Equitable Variable. Sec. 2.3 All applications for Variable Contracts shall be made on application forms supplied by Equitable or by Equitable Variable, as appropriate, and all payments collected by Equico shall be remitted by Equico promptly in full, together with such application or enrollment forms and any other required documentation, directly to Equitable or to Equitable Variable, as appropriate, at the address indicated on such application or to such other address as Equitable or Equitable Variable may, from time to time, designate in writing. Equico shall review all such applications for suitability. Checks or money orders in payment on any Variable Contract shall be drawn to the order of "The Equitable Life Assurance Society of the United States" or "Equitable Variable Life Insurance Company", as appropriate. All applications for Variable Contracts shall be subject to acceptance or rejection by Equitable or by Equitable Variable at their respective discretion. Sec. 2.4 All money payable in connection with any of the Variable Contracts, whether as premiums, purchase payments or otherwise, and whether paid by, or on -10- behalf of any applicant or contractowner, is the property of Equitable or of Equitable Variable and shall be transmitted promptly in accordance with the administrative procedures of Equitable and Equitable Variable without any deduction or offset for any reason, including by example but not limitation, any deduction or offset for compensation claimed by Equico or payable to the Agents. No cash payments shall be accepted by Equico in connection with the Variable Contracts. Sec. 2.5 Equitable and Equitable Variable shall be responsible for payment of the costs of printing the prospectuses, SAIs and sales material used in connection with the solicitation of applications for the Variable Contracts and to allocate such costs between themselves. Equitable and Equitable Variable shall provide to Equico copies of such prospectuses, SAIs and sales material in such number as Equico shall reasonably request. Equitable and Equitable Variable shall make available to Equico copies of all financial statements and other documents that Equico shall reasonably request for use in connection with the distribution of the Variable Contracts. Sec. 2.6 Notwithstanding anything in this Agreement to the contrary, Equico may enter into sales agreements with independent broker-dealers for the sale of the Variable Contracts, subject to the prior written approval of Equitable and of Equitable Variable of each such sales agreement and the terms thereof. All such sales agreements entered into by Equico shall provide that each independent broker-dealer will assume full responsibility for continued compliance by itself and its associated persons with the NASD Rules and applicable federal and state securities and insurance laws. All associated persons of such independent broker-dealer soliciting applications for the Variable Contracts shall be duly and -11- appropriately licensed or appointed for the sale of the Variable Contracts under the NASD Rules and federal and state securities and insurance laws in which such person shall offer or sell the Variable Contracts. Sec. 2.7 Equitable shall apply for and maintain the proper insurance licenses for each of the Agents selling the Variable Contracts in all states or jurisdictions in which the Variable Contracts are offered for sale by such Agent. Equitable and Equitable Variable reserve the right to refuse to appoint any proposed agent, or independent broker-dealer, and to terminate an Agent or independent broker-dealer once appointed. Equitable and Equitable Variable shall promptly notify Equico of each such termination. Equitable agrees to be responsible for all licensing or other fees required under pertinent state insurance laws to properly authorize Agents for the sale of the Variable Contracts; however, the foregoing shall not limit Equitable's right to collect such amount from any person or entity other than Equico. Sec. 2.8 The parties hereto recognize that any person selling the Variable Contracts as contemplated by this Agreement shall be acting as an insurance agent of Equitable or of Equitable Variable or as an insurance broker, and that the rights of Equico to supervise such persons shall be limited to the extent specifically described herein or required under applicable federal or state securities laws or NASD regulations. Such persons shall not be considered employees of Equico and shall be considered agents of Equico only as and to the extent required by such laws and regulations. Further, it is intended by the parties hereto that such persons are and shall continue to be considered to have a common law independent contractor relationship with Equitable and Equitable Variable and not to be common law employees of Equitable or of Equitable Variable, unless any contract -12- between Equitable and any person selling the Variable Contracts specifically provides otherwise. Sec. 2.9 Consistent with the responsibility of Equico to discharge all compliance and supervisory obligations relating to the distribution of the Variable Contracts as provided in this Agreement and consistent with the authority given to Equico hereunder, Equitable and Equitable Variable shall retain the ultimate right of control over, and responsibility for, the issuance, servicing and marketing of their respective Variable Contracts. In that connection, Equitable and Equitable Variable shall review and approve all advertising concerning the Variable Contracts issued by each of them; however, Equico shall be responsible for filing such materials, as required, with the NASD and with state securities regulators and for obtaining such approvals as may be necessary. Sec. 2.10 Unless otherwise agreed in writing by Equitable or by Equitable Variable, neither Equico nor any Agent nor any independent broker-dealer shall have an interest in any surrender charges, deductions or other fees payable to Equitable or to Equitable Variable. ARTICLE III Services and Personnel Provided by Equitable Sec. 3.1 Equitable agrees to furnish compliance and related support services, including personnel, to assist Equico in the performance of the services which Equico is required to provide hereunder. In furnishing such services, all personnel of Equitable shall be subject at all times to the supervision and control of Equico. -13- ARTICLE IV Compensation and Expenses Sec. 4.1 Equico shall be compensated, not less frequently than quarterly, by Equitable and by Equitable Variable for its services under this Agreement in an aggregate annual amount which shall be equal to the actual expenses incurred by Equico to provide compliance and related support services, plus a percentage of such expenses which shall approximate the annual rate of profit earned by Equico from its performance of comparable services for unaffiliated clients. Sec. 4.2 Equico shall pay the costs and expenses, direct and indirect, incurred by Equitable in furnishing services and personnel, pursuant to Article III of this Agreement. In determining the basis for the apportionment of expenses, specific identification or estimates based on time, company assets, square footage or any other mutually agreeable method providing for a fair and reasonable allocation of cost may be used, provided such method is in conformity with the requirements of Section 1712 of the New York Insurance Law and New York Insurance Department Regulation No. 33. The charge to Equico for such apportioned expenses shall be at cost as described in this Section 4.2. Sec. 4.3 Within 45 days after the end of each calendar quarter, and more often if desired, Equitable shall submit to Equico a statement of apportioned expenses showing the basis for such apportionment; and settlement shall be made within 15 days thereafter. The statement of apportioned expenses shall set forth in reasonable detail the nature of the expenses being apportioned and other relevant information to support the charge. -14- Sec. 4.4 To enable Equitable to compensate Agents for the sale of Variable Contracts issued by Equitable Variable, Equitable Variable shall furnish Equitable with a schedule of the commissions and other fees payable with respect to each form of Variable Contract issued by it, together with a list of rules and procedures applicable to the payment of such compensation. Equitable Variable agrees to reimburse Equitable for commissions and service fees (not in excess of the amounts specified by Equitable Variable) paid to the Agents for the sale of its Variable Contracts pursuant to Section 1.4 of this Agreement. ARTICLE V Term of Agreement Sec. 5.1 Subject to termination as herein provided, this Agreement shall remain in full force and effect for a two-year period commencing on the date first above written, and this Agreement shall continue in full force and effect from year-to-year thereafter, until terminated as herein provided. Sec. 5.2 This Agreement may be terminated by any party hereto on not less than 60 days' prior written notice to the other parties or by an agreement in writing signed by all of the parties hereto, except that data processing services may not be terminated on less than 180 days' prior written notice, if requested by Equico in writing promptly following its receipt of written notice of termination of this Agreement. This Agreement shall automatically be terminated in the event of its assignment. Sec. 5.3 Upon termination of this Agreement, all authorizations, rights, and obligations shall cease except the obligations to settle accounts hereunder, -15- including the settlement of monies due in connection with Variable Contracts in effect at the time of termination or issued pursuant to applications received by Equitable or by Equitable Variable prior to termination. ARTICLE VI Miscellaneous Sec. 6.1 Should an irreconcilable difference of opinion arise between or among the parties to this Agreement as to the interpretation of any matter respecting this Agreement, it is hereby mutually agreed that such differences shall be submitted to arbitration as the sole remedy available to the parties. Such arbitration shall be in accordance with the rules of the American Arbitration Association, the arbitrators shall have extensive experience in the insurance industry, and the arbitration shall take place in New York, New York. Sec. 6.2 For purposes of this Agreement, the term "Variable Contracts" shall not include any variable insurance contract issued by Equitable which is not offered and sold by employees or agents of Equitable. Sec. 6.3 This Agreement replaces the Sales Agreement, dated December 23, 1985, as amended, between Equitable Variable and Equitable, which shall terminate on the effective date hereof. Sec. 6.4 If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule, or otherwise, the remainder of this Agreement shall not be affected thereby. -16- Sec. 6.5 This Agreement constitutes the entire agreement between the parties hereto and may not be modified except in a written instrument executed by all parties hereto. Sec. 6.6 This Agreement shall be subject to the provisions of the 1934 Act and, to the extent applicable, the 1940 Act and the rules, regulations and rulings thereunder and of the NASD, from time-to-time in effect, including such exemptions from the 1940 Act as the SEC may grant, and the terms hereof shall be interpreted and construed in accordance therewith. Sec. 6.7 This Agreement shall be interpreted in accordance with the laws of the State of New York. -17- IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be signed by their respective officials thereunto duly authorized, as of the day and year first above written. THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES By: /s/Joseph J. Melone --------------------------------- Joseph J. Melone Chairman and Chief Executive Officer EQUITABLE VARIABLE LIFE INSURANCE COMPANY By: /s/Samuel B. Shlesinger --------------------------------- Samuel B. Shlesinger Senior Vice President EQUICO SECURITIES, INC. By: /s/Richard V. Silver --------------------------------- Richard V. Silver President and Chief Operating Officer [5292/430_1] 23208/HWO_1 EX-3.(D) 6 DISTRIBUTION AGREEMENT DATED AS OF JANUARY 1, 1995 DISTRIBUTION AGREEMENT AGREEMENT, dated as of January 1, 1995, by and between The Hudson River Trust (the "Trust") and Equico Securities, Inc. ("Equico"). W I T N E S S E T H : WHEREAS, the Trust is a Massachusetts business trust whose shareholders are and will be separate accounts in unit investment trust form ("Eligible Separate Accounts") of insurance companies; WHEREAS, variable insurance and annuity product ("Variable Products") net premiums, contributions and considerations will be allocated to Eligible Separate Accounts for investment in the Trust; WHEREAS, the Trust's shares may not be sold separately from the Variable Products; WHEREAS, the Trust desires Equico to undertake marketing activities with respect to Trust shares; WHEREAS, the Trust is registered as an open end investment company under the Investment Company Act of 1940 ("Investment Company Act"); WHEREAS, the Investment Company Act prohibits any principal underwriter for a registered open end investment company from offering for sale, selling, or delivering after sale any security of which such company is the issuer, except pursuant to a written contract with such company, and Equico will be a principal underwriter for sale of securities issued by the Trust; WHEREAS, Equico is registered as a broker-dealer under the Securities Exchange Act of 1934 ("Securities Exchange Act") and is a member of the National Association of Securities Dealers, Inc. ("NASD"); NOW THEREFORE, the Trust and Equico agree as follows: Section 1. The Trust has ratified a Policy on Conflicts (the "Policy"), which was adopted by the Board of Directors of the Hudson River Fund, Inc., predecessor of the Trust. This Agreement shall be subject to the provisions of the Policy, the terms of which are incorporated herein by reference, made a part hereof and controlling. The Policy may be amended or superseded, without prior notice, and this Agreement shall be deemed amended to the extent the Policy is amended or superseded. Equico represents and warrants that it will act in a manner consistent with such Policy as so set forth and as it may be amended or superseded, so long as it is a principal underwriter of the Trust. This provision shall survive the termination of this Agreement. Section 2. Equico is hereby authorized, from time to time, to enter into separate written agreements ("Sales Agreements" or, individually, a "Sales Agreement"), on terms and conditions not inconsistent with this Agreement, with insurance companies which have Eligible Separate Accounts and which agree to participate in the 2 distribution of Trust shares, directly or through affiliated broker dealers (collectively, with the insurance companies the "Participating Insurance Companies"), by means of distribution of Variable Products and to use their best efforts to solicit applications for Variable Products. Equico may not enter into any Sales Agreement with any Participating Insurance Company that is more favorable than that maintained with any other Participating Insurance Company and Eligible Separate Account, except that not all portfolios of the Trust need be made available for investment by all Participating Insurance Companies, Eligible Separate Accounts or Variable Products. Each Sales Agreement shall be entered into jointly with the Participating Insurance Company and the Eligible Separate Account. Section 3. Such Participating Insurance Companies and their agents or representatives soliciting applications for Variable Products shall be duly and appropriately licensed, registered or otherwise qualified for the sale of Variable Products under any applicable insurance laws and any applicable securities laws of one or more states or other jurisdictions in which Variable Products may be lawfully sold. Each such Participating Insurance Company shall, when required by law, be both registered as a broker dealer under the Securities Exchange Act and a member of the NASD. Each such Participating Insurance Company shall agree to comply with all laws and regulations, whether federal or state, and whether relating to insurance, securities or other general areas, including but not limited to the record-keeping and sales supervision requirements of such laws and regulations. Section 4. The Trust's shares are divided into series, each representing a different portfolio of investments ("Portfolios"). The Trust Portfolios and any restrictions on availability relating thereto are set forth in Schedule A hereto, which may be amended from time to time. 3 Purchases and redemptions of Trust shares shall be at the net asset value for the appropriate Portfolio, computed as set forth in the most recent Prospectus and Statement of Additional Information relating to the Trust contained in its Registration Statement of Form N-1A, File No. 2-94996, or any amendments thereto (respectively, "Trust Prospectus" and "SAI"), and any supplements thereto. Trust shares may not be sold or transferred except to an Eligible Separate Account with the prior approval of the Trust's Board of Trustees. Section 5. The Trust shall not pay any compensation to Equico for services as principal underwriter herein, nor shall the Trust reimburse Equico for any expenses related to such services. Equico may, but need not, pay or charge Participating Insurance Companies pursuant to agreements as described in Section 2. Section 6. The Trust represents to Equico that the Trust Prospectus and SAI, as of their respective effective dates, contain all statements and information which are required to be stated therein by the Securities Act of 1933 and in all respects conform to the requirements thereof, and neither the Trust Prospectus nor the SAI include any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading; provided, however, that the foregoing representations shall not apply to information contained in or omitted from the Trust Prospectus and SAI in reliance upon, and in conformity with, written information furnished by Equico specifically for use in the preparation thereof. In this connection, Equico acknowledges that the day-to-day operations of the Trust, including without limitation, investment management, securities brokerage 4 allocation, cash control, accounting, record keeping and other administrative, marketing and regulatory compliance functions, are carried on and may in the future be carried on by The Equitable Life Assurance Society of the United States ("Equitable"), affiliates of Equitable, and other parties unaffiliated with Equitable on behalf of the Trust (collectively, the "Preparing Parties"), under various agreements and arrangements, and that such activities in large measure provide the basis upon which statements and information are included or omitted from the Trust Prospectus and SAI. Equico further acknowledges that because of the foregoing arrangements, the preparation of the Trust Prospectus and SAI is substantially in the control of the Preparing Parties, subject to the broad supervisory authority and responsibility of the Trust's Board of Trustees, and that, essentially, the only Trust Prospectus or SAI information not independently known to, or prepared by, the Preparing Parties is personal information as to each Trustee's full name, age, background, business experience and other personal information that may require disclosures under securities laws and for which the Preparing Parties necessarily must rely on each such Trustee to produce. Section 7. The Trust will periodically prepare Trust Prospectuses (and, if applicable, SAIs) and any supplements thereto, proxy materials and annual and semi-annual reports (collectively, the "Documents") and shall make camera ready copy available to Equico for reproduction by Equico or the Participating Insurance Companies. Subject to the prior approval of the Trust's officers, the Trust shall pay the cost of printing and mailing Documents which are distributed to existing owners of Variable Products, provided that Equico or the Participating Insurance Companies shall be required to submit documentation in support of such expenses which is satisfactory to the officers of the Trust. The Trust shall not pay the cost of printing or mailing Documents except as specified in this Section 7. The Trust will use its best efforts 5 to provide notice to Equico of anticipated filings or supplements. Equico or the Participating Insurance Companies may alter the form of some or all of the Documents, with the prior approval of the Trust's officers. Any preparation costs associated with altering the form of the Documents will be borne by Equico or the Participating Insurance Companies, not the Trust. Section 8. Equico and officers of the Trust may from time to time authorize descriptions of the Trust for use in sales literature or advertising by the Participating Insurance Companies (including brochures, letters, illustrations and other similar materials, whether transmitted directly to potential applicants or published in print or audio-visual media), which authorization will not be unreasonably withheld or delayed. Section 9. Equico shall furnish to the Trust, at least quarterly, reports as to the sales of Trust shares made pursuant to this Agreement. These reports may be combined with any similar report prepared by Equico or any of the Preparing Parties. Section 10. Equico shall submit to all regulatory and administrative bodies having jurisdiction over the operations of Equico, the Trust, or any Participating Insurance Company, present or future, any information, reports or other material which any such body by reason of this Agreement may request or require as authorized by applicable laws or regulations. Section 11. This Agreement shall be subject to the provisions of the Investment Company Act, the Securities Exchange Act and the Securities Act of 1933 and the rules, regulations, and rulings thereunder and of the NASD, from time to time in effect, including such exemptions from the Investment Company Act and no action 6 positions as the Securities and Exchange Commission or its staff may grant, and the terms hereof shall be interpreted and construed in accordance therewith. Without limiting the generality of the foregoing, (a) the term "assigned" shall not include any transaction exempted from section 15(b)(2) of the Investment Company Act and (b) the vote of the persons having voting rights in respect of the Trust referred to in Section 12 shall be the affirmative votes of the lesser of (i) the holders of more than 50% of all votes entitled to be cast in respect of the Trust or (ii) the holders of at least 67% of the votes which are present at a meeting of such persons if the holders of more than 50% of all votes entitled to be cast in respect of the Trust are present or represented by proxy at such meeting, in either case voted in accordance with the provisions of the Policy. Section 12. This Agreement shall continue in effect only so long as such continuance is specifically approved at least annually by a majority of the Trustees of the Trust who are not interested persons of the Trust or Equico and by (a) persons having voting rights in respect of the Trust, by the vote stated in Section 11, voted in accordance with the provisions of the Policy, or (b) the Board of Trustees of the Trust. Section 13. This Agreement shall terminate automatically if it shall be assigned. 7 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written. THE HUDSON RIVER TRUST Attest: /s/[Illegible] By: /s/ Barbara Krumsiek - ------------------ ---------------------- EQUICO SECURITIES, INC. Attest: /s/ Loraine Herzog By: /s/ Michael F. McNelis - ------------------ ---------------------- President and Chief Operating Officer FFR_1.DOC/20007 1/11/95 8 Schedule A Portfolios of The Hudson River Trust ------------------------------------ Common Stock Money Market Balanced Aggressive Stock High Yield Global Conservative Investors Growth Investors Government Securities Quality Bond Growth and Income Equity Index International (as of second quarter of 1995) Restrictions ------------ None 20007 1/11/95 9 EX-3.(E) 7 SALES AGREEMENT, DATED AS OF JANUARY 1, 1995 THE HUDSON RIVER TRUST SALES AGREEMENT AGREEMENT, dated as of January 1, 1995, by and among Equico Securities, Inc. ("Equico"), The Equitable Life Assurance Society of the United States ("Equitable"), and Equitable's Separate Account A, Separate Account No. 301 and Separate Account No. 51 (each, a "Separate Account" and, collectively, the "Separate Accounts"). W I T N E S S E T H: WHEREAS, Equico is a principal underwriter of The Hudson River Trust (the "Trust"), a series mutual fund whose shareholders are separate accounts ("Eligible Separate Accounts") of insurance companies ("Participating Insurance Companies"), pursuant to a Distribution Agreement ("Distribution Agreement"); WHEREAS, such Participating Insurance Companies issue, among other products, variable life insurance and annuity products ("Variable Products") whose net premiums, contributions or other considerations are allocated to Eligible Separate Accounts for investment in the Trust, and shares of the Trust are not sold except in connection with such Variable Products; WHEREAS, the Trust is registered as an open-end investment company under the Investment Company Act of 1940 (the "1940 Act"); WHEREAS, the Board of Trustees of the Trust may, in its sole discretion, determine that certain portfolios shall be available only to certain types of Variable Products or to a single insurer and its affiliates; WHEREAS, Insurer issues Variable Products, whose net premiums are allocated to the Separate Account, and which are eligible for investment in the Trust's portfolios; WHEREAS, Broker-Dealer, an affiliate of Insurer, will distribute the Variable Products, either directly or indirectly under selling agreements with one or more affiliated or non-affiliated broker-dealers; WHEREAS, Broker-Dealer and Equico are each registered as a broker-dealer under the Securities Exchange Act of 1934 (the "1934 Act") and each is a member of the National Association of Securities Dealers, Inc. (the "NASD"); WHEREAS, Equico, Insurer and Broker-Dealer wish to define and describe the conditions under which shares of the Trust will be made available for investment by the Separate Account. NOW, THEREFORE, Equico, Insurer, Broker-Dealer and the Separate Account hereby agree as follows: 1. The Board of Trustees of the Trust has adopted a Policy on Conflicts (the "Policy"). This Agreement shall be subject to the provisions of the Policy, the terms of which shall be incorporated herein by reference, made a part hereof and controlling. The Policy may be amended or superseded, without prior -2- notice, and this Agreement shall be deemed amended to the extent the Policy is amended or superseded. Insurer, Broker-Dealer and the Separate Account each represent and warrant that it will act in a manner consistent with such Policy as so set forth and as it may be amended or superseded, so long as it owns any Trust shares. This provision shall survive the termination of this Agreement. 2. Equico will make available to the Separate Account shares of the Trust's portfolios in connection with Variable Products funded by the Separate Account only as set forth on Schedule A hereto. Schedule A may be modified from time to time by written agreement of the parties. 3. Purchases and redemptions of shares will be at net asset value for the appropriate portfolio, computed as set forth in the most recent Trust prospectus and Statement of Additional Information (respectively, "Trust Prospectus" and "SAI") and any supplements thereto, and shall be submitted by Insurer to the Trust's transfer agent pursuant to procedures and in accordance with payment provisions adopted by the parties from time to time. Trust shares may not be sold or transferred except to an Eligible Separate Account and only in accordance with Schedule A. 4. (a) In good faith and as soon as practicable, Equico will provide, at Trust expense, camera ready copy of the current Trust Prospectus and SAI and any supplements thereto for distribution by Insurer with the prospectus for the Variable Products, and camera ready copy of Trust proxy materials, annual and semi-annual reports, and any supplements thereto. To the extent that the foregoing documents are distributed by Insurer to existing owners of Variable -3- Products, Equico will request reimbursement from the Trust for the printing and mailing costs associated with such distribution, upon receipt from Insurer of adequate documentation for presentation to the Trust. Equico will use its best efforts to coordinate with Insurer and to provide notice of anticipated filings or supplements. Insurer may alter the form of the Trust Prospectus, SAI, annual and semi-annual reports, proxy statements or other Trust documents, with the prior approval of the Trust's officers. Insurer shall bear all costs associated with such alteration of form. Insurer is not authorized (i) to give any information or make any representations concerning the Trust, its shares or operations except those contained in the most recent Trust Prospectus and SAI and any supplements thereto, or (ii) to use any description of the Trust in any sales literature or advertising (including brochures, letters, illustrations and other similar materials, whether transmitted directly to potential purchasers of Variable Products or published in print or audio-visual media), except in either case as Equico or officers of the Trust may authorize in advance, which authorization will not be unreasonably withheld or delayed. Insurer and Broker-Dealer shall indemnify and hold harmless Equico from any and all losses, claims, damages or liabilities (or actions in respect thereof) to which Equico may be subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or result from negligent, improper, fraudulent or unauthorized acts or omissions by Insurer or Broker-Dealer or their respective employees, agents or representatives, including but not limited to improper solicitation of applications for Variable Products. (b) Equico will indemnify and hold harmless Insurer, Broker-Dealer and the Separate Account against any losses, claims, damages or -4- liabilities, to which Insurer or the Separate Account may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon (i) any untrue statement or alleged untrue statement of any material fact contained in the Trust Prospectus and/or SAI or any supplements thereto, (ii) the omission or alleged omission to state any material fact required to be stated in the Trust Prospectus and/or SAI or any supplements thereto or necessary to make the statements therein not misleading, or (iii) other misconduct or negligence of Equico in its capacity as a distributor of the Trust; and will reimburse Insurer, Broker-Dealer or the Separate Account for any legal or other expenses reasonably incurred by it in connection with investigating or defending against such loss, claim, damage, liability or action; provided, however, that Equico shall not be liable in any such case to the extent that any such loss, claim, damage or liability arises out of or is based upon an untrue statement or alleged untrue statement or omission or alleged omission made in the Trust Prospectus and/or SAI or any such supplement in good faith reliance upon and in conformity with written information furnished by Insurer or Broker-Dealer specifically for use in the preparation thereof. Equico shall not indemnify Insurer, Broker-Dealer or the Separate Account for any action where an applicant for the Variable Products or a policyholder was not furnished or sent or given, at or prior to written confirmation of the sale of the Variable Products and at such later times as required by state or federal securities laws, a copy of the prospectus relating to the Variable Products together with the Trust Prospectus, any supplements to the Trust Prospectus Equico may furnish to Insurer and, if requested by the applicant from Insurer or required by applicable law, the Trust SAI and any supplements -5- thereto and, as required by applicable law, the Trust's annual and semi-annual reports, other required reports and proxy statements. 5. This Agreement shall terminate automatically if it shall be assigned. The Agreement shall also terminate automatically if the Distribution Agreement shall terminate. 6. If Equico is notified that the Distribution Agreement will be terminated and that it shall cease to be the principal underwriter of the Trust, Equico shall immediately notify the other parties in writing of such termination, and this Agreement shall continue in effect until the effective date of the termination of the Distribution Agreement. This Agreement may be terminated by any party at any time on one hundred eighty days' written notice to the other parties, without the payment of any penalty. 7. This Agreement shall be subject to the provisions of the 1940 Act, the 1934 Act and the Securities Act of 1933 and the rules, regulations, and rulings thereunder and of the NASD, from time to time in effect, including such exemptions from the 1940 Act and no-action positions as the Securities and Exchange Commission or its staff may grant, and the terms hereof shall be interpreted and construed in accordance therewith. Without limiting the generality of the foregoing, the term "assigned" shall not include any transaction exempt from section 15(b)(2) of the Investment Company Act by order of the Securities and Exchange Commission or any transaction as to which the staff of the Securities and Exchange Commission has taken a no-action position. -6- Insurer and Broker-Dealer shall each, in connection with its obligations hereunder, comply with all laws and regulations applicable thereto, whether federal or state, and whether relating to insurance, securities or other general areas, including but not limited to the record keeping and sales supervision requirements of such laws and regulations. Equico shall immediately notify Insurer and Broker-Dealer of the issuance by any regulatory body of any stop order with respect to the Trust Prospectus or SAI or the initiation of any proceeding for that purpose or for any other purpose relating to the registration or an offering of shares of the Trust and of any other action or circumstances that may prevent the lawful offer or sale of shares of the Trust in any state or jurisdiction. 8. Insurer, Broker-Dealer and Equico shall submit to all regulatory and administrative bodies having jurisdiction over the operations of Insurer, Broker-Dealer, Equico or the Trust, present or future, any information, reports or other material which any such body by reason of this Agreement may request or require as authorized by applicable laws or regulations. Equico shall keep confidential any information about Insurer's Variable Products or policy owners obtained pursuant to this Agreement and shall disclose such information only if Insurer or Broker-Dealer has authorized such disclosure, or if such disclosure is required by state or federal regulatory bodies, as authorized by applicable law. Equico will notify Insurer and Broker-Dealer of disclosures required by regulatory bodies as soon as possible. -7- Equico agrees that all records and other data pertaining to the Variable Products are the exclusive property of Insurer and that any such records and other data, whether maintained in written or electronic format, shall be furnished to Insurer by Equico upon termination of this Agreement for any reason whatsoever. This shall not preclude Equico from keeping copies of such data or records for its own files subject to the provisions of this paragraph. 9. Insurer retains the ultimate right of control over, and responsibility for marketing the Variable Products. 10. Equico represents that neither Equico nor any person employed in any material connection with respect to the services provided pursuant to this Agreement: (a) Within the last 10 years has been convicted of any felony or misdemeanor arising out of conduct involving embezzlement, fraudulent conversion, or misappropriation of funds or securities, or involving violations of Sections 1341, 1342, or 1343 of Title 18, United States Code; or (b) Within the last 10 years has been found by any state regulatory authority to have violated or has acknowledged violation of any provision of any state insurance law involving fraud, deceit or knowing misrepresentation; or (c) Within the last 10 years has been found by any federal or state regulatory authorities to have violated or have acknowledged violation of -8- any provision of federal or state securities laws involving fraud, deceit or knowing misrepresentation. 11. Equico, Broker-Dealer and Insurer each represent that no commission or other fee shall be charged or paid to any person or entity in connection with the sale or purchase of the Trust's shares to or from the Separate Account, other than regular salary or wages. 12. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. -9- IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written. The effective date of this Agreement shall be the date first above written. EQUICO SECURITIES, INC. Attest: /s/ Loraine Herzog By: /s/ Michael F. McNelis - ------------------ ---------------------- THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Attest: /s/ Linda Galasso By: /s/ Gordon Dinsmore, Jr. - ----------------- ------------------------ SEPARATE ACCOUNT A, SEPARATE ACCOUNT 301 and SEPARATE ACCOUNT NO. 51 By: THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES, as depositor of each Separate Account Attest: /s/ Linda Galasso By: /s/ Gordon Dinsmore, Jr. - ----------------- ------------------------ FFQ_1DOC/20006 1GG_1.DOC/23920 - --------------- -10- SCHEDULE A All portfolios of The Hudson River Trust are available to the Separate Accounts for premiums, contributions and other considerations associated with all variable products funded by the Separate Accounts. FFQ_1DOC/20006 1GG_1.DOC/23920 - --------------- -11- EX-4.(A)(1) 8 GROUP TAX SHELTERED ANNUITY CONTRACT [EQUITABLE LOGO] GROUP TAX SHELTERED ANNUITY CONTRACT GROUP ANNUITY CONTRACT NO. AC 5904 CONTRACT HOLDER: UNITED STATES TRUST COMPANY OF NEW YORK REGISTER DATE: December 1, 1983 EFFECTIVE DATE: This contract ("Contract") is issued in consideration of the payment to Equitable of the contributions made under this Contract. Equitable will issue to each Participant an individual certificate setting forth a statement in substance of the benefits to which such Participant is entitled under the Contract. The provisions on the following pages are part of the Contract. FOR THE CONTRACT HOLDER FOR THE EQUITABLE By By --------------------------------- --------------------------------- President Title By ------------------------------ --------------------------------- Vice President & Secretary Dated By ------------------------------ --------------------------------- Assistant Register Date of Issue At New York, New York ---------------------- ---------------------------- At ---------------------------------- (Head Office) ASSETS HELD IN CONNECTION WITH THE CONTRACT MAY BE HELD IN ONE OR MORE SEPARATE ACCOUNTS MAINTAINED BY EQUITABLE AND MAY INCREASE OR DECREASE IN VALUE AS DESCRIBED IN THE CONTRACT. No. 15,000 AC 5904 Page 1 This Page (2) is reserved for information in connection with the issuance of certificates under this Contract No. 15,000 AC 5904 Page 2 This Page (3) is reserved for information in connection with the issuance of certificates under this Contract No. 15,000 AC 5904 Page 3 PART I -- DEFINITIONS SECTION 1.01 EMPLOYER The term "Employer" means (i) an educational organization employing a regular faculty which is a State, a political division of a State, or an agency or instrumentality of any one or more of the foregoing (within the meaning of Section 170(b)(1)(A)(ii) of the Internal Revenue Code of 1954, as amended (the "Code"), and (ii) an organization described in Section 501(c)(3) of the Code which is exempt from Federal income tax under Section 501(c) of the Code, which has entered into an Administrative Agreement as described on page 3 of the certificate issued to Participants pursuant to Section 5.09. SECTION 1.02 PLAN The term "Plan" means a defined contribution pension plan established by an Employer described in clause (ii) of Section 1.01 which has been determined by the Internal Revenue Service to meet the requirements for qualification under Section 401(a) of the Code and which permits or requires amounts contributed thereunder to be applied under the Contract on behalf of the employees covered under the Plan. SECTION 1.03 SALARY REDUCTION AGREEMENT The term "Salary Reduction Agreement" means (i) an agreement between an Employer and an employee of the Employer with the meaning of Section 1.403(b)-1(b)(3) of the Federal income tax regulations, under which the employee agrees to accept a reduction in salary or to forego an increase in salary and to have such amounts applied under the contract for the employee's behalf and (ii) any program or arrangement (other than by use of agreements described above) pursuant to which an Employer makes contributions to the purchase of an annuity meeting the requirements of Section 403(b) of the Code. SECTION 1.04 ANNUITY The term "Annuity" means an annuity purchased in accordance with the terms of the Salary Reduction Agreement or the Plan to the extent the Salary Reduction Agreement and the annuity purchased pursuant thereto meets the requirements of Section 403(b) of the Code or the Plan meets the requirements of Section 401(a) of the Code, whichever is applicable. SECTION 1.05 PARTICIPANT The term "Participant" means a person who has been enrolled by Equitable under the Contract through an Administrative Agreement and for whom the Employer has purchased an annuity under the Contract. A person shall become enrolled under the Contract upon receipt by Equitable of an enrollment form made available by Equitable or the Employer and completed in a manner satisfactory to Equitable. No. 15,000 AC 5904 Page 4 SECTION 1.06 ADMINISTRATIVE AGREEMENT The term "Administrative Agreement" means a written understanding between the Employer and Equitable which, among other things, may describe, (i) procedures for facilitating the enrollment of Participants under the Contract, (ii) procedures pursuant to which contributions may be made under the Contract on behalf of Participants, (iii) procedures for facilitating the communication to Participants of information prepared by Equitable concerning the Contract and enrollment and contributions thereunder, and (iv) the extent to which the Employer will perform any services in connection with the Contract which would otherwise be performed by Equitable. SECTION 1.07 RETIREMENT DATE The term "Retirement Date" means the date on which the Participant will attain the retirement age specified in the Participant's enrollment form. Any time prior to reaching this Retirement Date, the Participant may elect to change the Retirement Date to another Retirement Date, which may be the first day of any calendar month after the filing of the election. Any election for such change must be made in writing by the Participant and shall not take effect until received by Equitable at: Equitable Retirement Products Center, P.O. Box 1910, Boston, MA 02115 or any other address that Equitable designates in written notice to the Participant. If no age has been specified in the enrollment form, the Retirement Date will be deemed the first day of the calendar month following the month the Participant attains age 65, or, if later, the Retirement Date provided under the Plan. No Retirement Date shall be earlier than the date of attainment of age 55. SECTION 1.08 DEFINITIONS RELATING TO THE GUARANTEED RATE ACCOUNT GUARANTEES: Each contribution allocated to a Participant's Guaranteed Rate Account will be assigned to one or more of a group of Guarantees, each of which will be distinguished by, (i) its Contribution Quarter, as defined below, (ii) its Duration, as defined below, and (iii) its Guarantee Rate, as defined below. No. 15,000 AC 5904 Page 5 CONTRIBUTION QUARTER: The Contribution Quarter for a particular Guarantee is that calendar quarter during which Participant contributions may be assigned to that Guarantee. After the expiration of the Contribution Quarter for a Guarantee, no further contributions may be assigned to that Guarantee. DURATION: The Duration for a Guarantee commences on the first day of the Contribution Quarter for that Guarantee and ends on the last day of a calendar quarter that is specified at the time the applicable Guarantee Rate (as defined below) is established, as described below. GUARANTEE RATE: The Guarantee Rate for a particular Guarantee is the effective annual rate of interest applicable throughout the Duration of that Guarantee. Equitable will establish and announce the Guarantee Rate at least 15 days prior to commencement of the Contribution Quarter. The Guarantee Rate will never be less than 3% per annum. GUARANTEE ACCRUED VALUE: A Participant's Accrued Value with respect to a particular Guarantee will be equal to the sum of that Participant's contributions assigned to that Guarantee, including transfers, plus the amount of interest credited with respect to that Guarantee, minus the sum of the withdrawals made with respect to that Guarantee, including transfers and Withdrawal Charges, defined below, and any applicable Participant Service Charges, as set forth in Section 3.08. Such Accrued Value will be credited with interest daily at an annual effective rate of interest equal to the Guarantee Rate. GUARANTEE WITHDRAWAL CHARGE: Any transfers or withdrawals with respect to a Guarantee prior to the end of the Duration of that Guarantee, except for withdrawals for Participant Service Charges as set forth in Section 3.08, or for death or disability benefits as set forth in Section 3.10, or upon the election of an Annuity Benefit pursuant to Section 4.03 will be subject to a Withdrawal Charge. The Withdrawal Charge will be equal to the lesser of (i) 7% of the amount transferred or withdrawn (including the amount of such Withdrawal Charge), and (ii) the "interest attributable" to the amount transferred or withdrawn, defined as (a) times the excess of (b) over (c), where (a) is the amount transferred or withdrawn from a Guarantee divided by the Participant's Accrued Value with respect to that Guarantee; (b) is such Accrued Value; and (c) is the excess to date of (i) the Participant's Contributions, including transfers, assigned to that Guarantee over (ii) "Net Withdrawals" with respect to that Guarantee. The "Net Withdrawals" with respect to a Guarantee are the actual amounts credited to a Participant through transfers with respect to that Guarantee pursuant to Section 3.05, and the actual amounts paid to a No. 15,000 AC 5904 Page 6 participant through partial withdrawals with respect to that Guarantee pursuant to Section 3.06, exclusive of any withdrawal charge assessed. Withdrawals of Participant Service Charges from a Guarantee are not included in Net Withdrawals. SECTION 1.09 STATE PREMIUM TAXES The term "State Premium Taxes" means any premium tax applicable to the purchase of annuities. No. 15,000 AC 5904 Page 7 PART II -- THE SEPARATE ACCOUNTS SECTION 2.01 SEPARATE ACCOUNTS The term "Separate Accounts" means the following separate accounts maintained by Equitable to which portions of its assets have been allocated for the Contract and certain other contracts: NAME INVESTMENTS - ---- Separate Account No. 301: Primarily in short-term money market instruments. Separate Account No. 302: Primarily in common stocks. Separate Account No. 303: Primarily in publicly-traded debt securities. Separate Account No. 304: Primarily in publicly-traded common stocks, publicly-traded debt securities, and short-term money market instruments. It is contemplated that investments in the Separate Accounts will, at most times, consist of the investments indicated above. Equitable may, however, at its discretion invest the assets of a Separate Account in any investment permitted by applicable law. Equitable may rely conclusively on the opinion of counsel (including attorneys in its employ) as to what investments it is permitted by law to make. The assets of each Separate Account may be temporarily held uninvested for such periods as Equitable may determine. In lieu of making such investments directly, Equitable reserves the right, subject to applicable law, to operate any Separate Account as a "unit investment trust" under the Investment Company Act of 1940, or in any other form permitted by law, which invests all or part of its assets in shares or units of a fund the investment adviser of which may be Equitable or controlled by Equitable. The fund assets would be invested as provided above with respect to the Separate Account. All income and all gains and losses, whether or not realized, from assets allocated to a Separate Account will be credited to or charged against that Separate Account without regard to the other income, gains, or losses of the Equitable. Equitable reserves the right, subject to compliance with applicable law including approval of the Contract Holder or Participants if required, (1) to create new separate accounts, (2) to combine any two or more Separate Accounts, (3) to transfer assets determined by Equitable to be attributable to the class of contracts to which the Contract belongs from any of the Separate Accounts to another separate account by withdrawing the same percentage of No. 15,000 AC 5904 Page 8 each investment in that Account with appropriate adjustments to avoid odd lots and fractions, (4) to cause the registration or deregistration of a Separate Account under the Investment Company Act of 1940, (5) to operate a Separate Account under the direction of a committee, and to discharge such committee at any time, and (6) to restrict or eliminate any voting right of Participants or other persons who have voting rights as to a Separate Account. Assets of the Separate Accounts are subject to charges, to be made as described in the Net Assets provision of Section 2.02. The assets of each of the Separate Accounts are the property of Equitable; however, the portion of the assets of each Separate Account equal to the reserves and other contract liabilities with respect to such Separate Account shall not be chargeable with liabilities arising out of any other business Equitable may conduct. Equitable reserves the right to transfer assets of the Separate Account in excess of such reserves and contract liabilities to the general account of Equitable. SECTION 2.02 DEFINITIONS RELATING TO THE SEPARATE ACCOUNTS VALUATION PERIOD: The Valuation Period for Separate Account No. 301 starts from the close of trading on the New York Stock Exchange and ends at the corresponding time on the next Business Day. A Business Day for Separate Account No. 301 is any day on which the New York Stock Exchange is open for trading. The Valuation Period for each Separate Account except Separate Account No. 301 starts from the close of trading on all the National Securities Exchanges on a Business Day and ends at the corresponding time on the next Business Day. A Business Day is any day on which any National Securities Exchange is open for trading. A National Securities Exchange is one that is registered as such under the Securities Exchange Act of 1934. NET ASSETS: For a Separate Account, the Net Assets equal the value of the assets in the Separate Account at the close of business of a Valuation Period, minus the sum of (1) Expenses, and (2) any amount charged against the Separate Account in such Valuation Period for taxes or for amounts set aside by Equitable as a reserve for taxes attributable to the maintenance or operation of the Separate Account. NET INVESTMENT FACTOR: For a Separate Account, the Net Investment Factor for a Valuation Period is the Net Assets at the close of business of that Valuation Period (but before giving effect to any amounts allocated or amounts withdrawn during that Valuation Period), divided by the Separate Account's Net Assets at the close of business of the preceding Valuation Period. UNIT: The Unit is a Unit used in determining the value of the interest of a Participant's Investment Account in a Separate Account while an Account for such participant is being maintained under the Contract. No. 15,000 AC 5904 Page 9 UNIT VALUE: The Unit Value for each Separate Account was initially established at $10.00 on February 5, 1982. The Unit Value with respect to a Separate Account for each subsequent Valuation is the Unit Value for the immediately preceding Valuation Period multiplied by the Net Investment Factor for such subsequent Valuation Period. EXPENSES: The Expenses which may be charged to a Separate Account for a Valuation Period are as follows: (1) Any amount charged against the Separate Account by Equitable during such Valuation Period to cover certain expenses incurred in the organization and operation of the Separate Account, including, but not limited to taxes, interest, brokerage fees and commissions, if any, fees of the Separate Account Committee members who are not affiliated with Equitable, Committee meeting costs, Securities and Exchange Commission fees and certain related expenses including printing of registration statements and amendments, charges relating to custody of securities, certain insurance premiums, outside auditing and legal expenses, and certain of the costs of maintaining participant services. (2) The daily charge against the Separate Account for each day in such Valuation Period for administrative expense charges, calculated on the basis of an effective annual rate of 0.25% of the value of the assets in the Separate Account. (3) The daily charge against the Separate Account for each day in such Valuation Period for investment management services, calculated on the basis of an effective annual rate of: (i) as to Separate Account No. 301 and Separate Account No. 303, 0.35% of the first $250 million, 0.325% of the next $250 million, and 0.30% of any excess over $500 million of the value of the assets then in the Separate Account, and (ii) as to Separate Account No. 302 and Separate Account No. 304, 0.50% of the first $250 million, 0.45% of the next $250 million, and 0.40% of any excess over $500 million of the value of the assets then in the Separate Account. If the aggregate expenses of the Separate Account for a calendar year (including the charges described in sub-paragraphs (1), (2), and (3) of this definition but excluding interest, taxes, brokerage and, with the consent of appropriate state regulatory authorities, extraordinary expenses) should exceed a charge determined on the basis of an effective annual rate of (i) 1.0%, as to Separate Account No. 301, or (ii) 1.5%, as to Separate Account No. 302, Separate Account No. 303, and Separate Account No. 304, of the assets in such Separate Account during such calendar year, then Equitable shall reimburse the Separate Account for the excess. The value of the assets in the Separate Accounts, shall be taken at their market value, or where there is no readily available market, their fair value, as determined in accordance with accepted accounting practices, and applicable laws and regulations. No. 15,000 AC 5904 Page 10 PART III -- PARTICIPANT'S ACCOUNT SECTION 3.01 ACCOUNTS Equitable will maintain at least one Account under the Contract for each Participant. Each such Account will contain one or more sub-accounts, hereinafter called "Investment Accounts." The Employer will designate in the Administrative Agreement the investment media to be made available for Investment Accounts for the Employer's Participants, which must include the Money Market Investment Account. Such designated Investment Accounts will appear on page 3 of the certificates to be issued to the Employer's Participants pursuant to Section 5.09. Any amounts allocated to an Investment Account will either become part of the general assets of Equitable ("General Account"), which support the guarantees of the Contract and other contracts, or part of a Separate Account applicable to that Investment Account, as follows:
Investment Accounts Applicable Investment Medium - ------------------------------------ ----------------------------- Money Market Investment Account Separate Account No. 301 Stock Investment Account Separate Account No. 302 Bond Investment Account Separate Account No. 303 Balanced Investment Account Separate Account No. 304 Guaranteed Rate Account General Account
Any amounts withdrawn from these Investment Accounts will no longer be part of the General Account or the applicable Separate Accounts. SECTION 3.02 ACCOUNT BALANCES OF INVESTMENT ACCOUNTS On any day, the Account Balance of a Participant's Investment Account, other than the Guaranteed Rate Account, will be equal to the product of the number of Units in that Investment Account on that date and the Unit Value for the applicable Separate Account for the Valuation Period which includes that date. The number of Units in such an Investment Account on any date will be equal to the sum of any Units credited to that Investment Account minus the sum of any Units charged against that Investment Account. On any Valuation Date when a designated amount is allocated to or withdrawn from such an Investment Account, the Investment Account will be credited or charged, as the case may be, with a number of Units determined by dividing the designated amount by the applicable Unit Value for the Valuation Period which includes that date. On any day, the Account Balance of a Participant's Guaranteed Rate Account will be equal to the sum of the Accrued Values, on such day, with respect to all the Guarantees to which contributions of that Participant have been allocated. On any day, a Participant's Cash Value with respect to a particular Guarantee will be equal to the Accrued Value with respect to that Guarantee minus any applicable Guarantee Withdrawal Charge, as set forth in Section 1.08. No. 15,000 AC 5904 Page 11 SECTION 3.03 CONTRIBUTIONS The Employer is to make contributions from time to time on such dates and in such amounts as determined by the Employer pursuant to the Participant's Salary Reduction Agreement, or, if applicable, the terms of the Plan. The Employer is to specify the Participant with respect to whom each contribution is being made and the amount to be allocated to each Investment Account as designated by the Participant. Contributions made under the Contract are subject to the following conditions: 1. Any contribution made for the Participant by any means other than through payroll deduction may be made only subject to Equitable's rules then in effect. Each contribution made other than through payroll deduction must be at least $250 or, if applicable, such greater amount as may be required by the terms of the Plan. This minimum Contribution amount will be stated on page 3 of the certificates issued pursuant to Section 5.09. The $250 minimum Contribution requirement shall not be applicable if it would prevent the Participant from contributing up to the maximum deductible contribution allowed the Participant in the Participant's then current tax year. 2. A contribution may be made under the Contract for a Participant consisting of amounts derived from a plan or a "Tax Sheltered Annuity" meeting the requirements of Section 403(b) of the Internal Revenue Code in which the Participant had an interest. 3. Any contribution allocated to a Participant's Guaranteed Rate Account which is not made by payroll deduction must be received by Equitable during the first fifteen calendar days of the Contribution Quarter for the Guarantee Period to which the allocation is assigned. That portion of any contribution received after the first such fifteen calendar days which is allocated to the Guaranteed Rate Account will be deemed a contribution made without appropriate direction and allocated in accordance with subsection 3 of Section 3.04. 4. Equitable reserves the right: (a) to refuse to accept a contribution for a Participant's taxable year if such contribution would bring the aggregate amount of contributions for such taxable year to more than the maximum amount allowed by the applicable Sections of the Code. (b) Upon the advance written request of the Participant's Employer, to establish a minimum contribution requirement with respect to contributions made by the Participant through payroll deduction by the Participant's Employer pursuant to an Administrative Agreement. (c) to change the $250 minimum contribution requirement in subsection 1 of this Section, and (d) to change the contribution timing requirement in subsection 3 of this Section. No. 15,000 AC 5904 Page 12 5. Any contribution will be deemed by Equitable to be made for the Participant's current taxable year unless the Participant specifies in writing to Equitable, subject to applicable requirements of the Internal Revenue Code and regulations thereunder, that such contribution is for the Participant's prior taxable year. No. 15,000 AC 5904 Page 13 SECTION 3.04 ALLOCATIONS Each Contribution made with respect to a Participant pursuant to Section 3.03 will be allocated to the Participant's Investment Accounts, subject to the following conditions: 1. The direction of the allocation of Contributions to the Participant's Investment Accounts shall be in terms of whole percentages. 2. Allocations will be made as of the date on which Equitable receives the contribution as provided in the Administrative Agreement in the case of payroll deductions or at the address shown on page 3 of the certificate to be issued to the Participant pursuant to Section 5.09 in the case of Contributions other than through payroll deductions. 3. Any Contribution made without appropriate direction as to its allocation will be allocated to the Money Market Investment Account. 4. The Participant may change the allocation of future Contributions upon written notice to Equitable at the address shown on page 3 of the Certificate to be issued to the Participant pursuant to Section 5.09. Except with respect to allocations to the Guaranteed Rate Account which must be received within the first fifteen calendar days of a Contribution Quarter, if a Contribution made other than through payroll deduction accompanies the written notice, the change shall be effective as of the date of the receipt of the Contribution. Allocation changes unaccompanied by a check shall be effective as the date of the first Contribution received after Equitable's receipt of the Participant's written notice. Equitable reserves the right to limit, upon at least 90 days advance notice to the Participant, the number of such changes allowed in a calendar year, and with respect to the Guaranteed Rate account, the timing and effective date of such allocation changes. 5. If Equitable offers more than one Guarantee during a Contribution Quarter, Contributions allocated to the Participant's Guaranteed Rate Account during that Contribution Quarter will be allocated among the Guarantees receiving contributions during such Contribution Quarter in accordance with the instructions of the Participant. If Contributions are received with instructions for allocation to Guarantee Period whose Durations differ from those being offered during that Contribution Quarter, the part of the Contribution which cannot be allocated in accordance with those instructions will be assigned to the Guarantee with the next shorter Duration to which Contributions are being assigned during that Contribution Quarter, or, if Contributions are not being assigned to a Guarantee with a shorter Duration than that requested, then to the Guarantee of the shortest Duration that is being offered. SECTION 3.05 TRANSFERS A Participant may transfer amounts among the Investment Accounts maintained for the Participant under the Contract, subject to the following conditions: 1. The request for the transfer must be made in writing and will be effective as of the later of the date specified in such request and the date Equitable receives such request at the address shown on page 3 of the certificate to be issued to the Participant pursuant to Section 5.09, except as set forth in subsection 4 below. Telephone transfers may also be permitted if authorized by the Participant in writing. No. 15,000 AC 5904 Page 14 2. The amount so transferred will be allocated as of the date of transfer to the Investment Account, or among the Investment Accounts, selected by the Participant, except as set forth in subsection 4 below. 3. If only a part of the amount in an Investment Account is to be transferred, such transfer will be made only if the amount to be transferred is at least $250. Upon at least 90 days advance notice to the Participant, Equitable may change the dollar amount appearing in the immediately preceding sentence. 4. A transfer to the Guaranteed Rate Account from any of the other Investment Accounts may be made only during the first fifteen calendar days of a Contribution Quarter. Transfers may not be made from one Guarantee in the Guaranteed Rate Account to another. Transfers from a Guarantee in the Guaranteed Rate Account may not be made during the Contribution Quarter with respect to that Guarantee, except that amounts assigned to that Guarantee from a Guarantee ending on the last day of the previous contribution Quarter may be transferred from the new Guarantee during the first fifteen calendar days of the new Contribution Quarter. Any other transfer may be made at any time. 5. Upon at least 90 days advance notice to the Participant, Equitable may limit the number of the transfers that a Participant may make in any twelve month period. 6. Transfers from the Guaranteed Rate Account are subject to the Guarantee Withdrawal Charge described in Section 1.09. SECTION 3.06 PARTIAL WITHDRAWALS A Participant may elect by written notice to Equitable to make a partial withdrawal from the Participant's Investment Accounts on or before such Participant's Retirement Date. Partial withdrawals are subject to any applicable restrictions under the terms of the Plan and to Equitable's advance written consent if such withdrawal is for an amount of less than $250. If the election would result in the sum of the amounts then in the Participant's Investment Accounts being less than $10, Equitable will deem such election to be instead an election by the Participant to terminate participation under the Contract and will make the payment described in Section 3.09 in lieu of any payment under this Section unless the Participant requests that the certificate issued pursuant to Section 5.09 be permitted to remain in effect and Equitable agrees. Upon partial withdrawal, Equitable will pay to the Participant the lesser of (i) the sum of the Account Balances of his Investment Accounts other than the Guaranteed Rate Account, minus a $5 processing charge, and the Cash Value of the Guaranteed Rate Account, or (ii) the amount of partial withdrawal requested minus a $5 processing charge. No. 15,000 AC 5904 Page 15 Unless Equitable is otherwise directed by the Participant, the amount so paid will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's Account Balance in each such Investment Account. The $5 processing charge will be withdrawn from the Investment Accounts other than the Guaranteed Rate Account. Unless otherwise directed by the Participant, withdrawals from the Guaranteed Rate Account will be made from the Guarantee with the most recent Contribution Quarter of each Duration (that is, one year, three year and so forth) represented in the Participant's Guaranteed Rate Account in the same proportion that the sum of the Accrued Values of the Participant's Guarantees of each Duration bears to the Account Balance of the Participant's Guaranteed Rate Account, or, if such Accrued Values prove insufficient from the Guarantee or Guarantees with the next most recent Contribution Quarter. Notwithstanding anything to the contrary in this Section, withdrawals pursuant to this Section may not be made from a Guarantee in the Guaranteed Rate Account during its Contribution Quarter. Upon any payment to a Participant pursuant to this Section, Equitable will be released from any and all liability for payments with respect to the contributions from which the amounts so withdrawn arose. Payments to the Participant pursuant to this Section may be deferred by Equitable in accordance with the provisions of Section 5.06. SECTION 3.07 EXPIRATION OF THE GUARANTEE At the end of the Duration of a Guarantee, Equitable will assign the Accrued Value with respect to that Guarantee (i) to the Guarantee of similar Duration to which contributions are being assigned during the Contribution Quarter next following, (ii) if no Guarantee of similar Duration is being offered, to the Guarantee with the shortest Duration being offered, or (iii) as elected by the Participant pursuant to instructions received on or before the end of the Guarantee. SECTION 3.08 PARTICIPANT SERVICE CHARGE Amount: At least once in each calendar quarter, Equitable will withdraw from each Participant's Account a Participant Service Charge for administrative expenses. The amount of such charge shall be determined by Equitable with respect to each Employer but will not be more than a maximum charge of $7.50 for each Participant in each calendar quarter. The amount determined by Equitable with respect to each Employer will be based on such factors as (i) the method by which contributions are being made under the Contract (payroll deduction, direct contribution or other), (ii) the number of Participants contributing through the same payroll deduction facility or Employer, (iii) the total contributions Equitable estimates will be made pursuant to the Administrative Agreement, (iv) the nature of the Employer, (v) the extent to which, as determined by Equitable, the Employer provides services pursuant to the Administrative Agreement that Equitable would otherwise provide, (vi) any other circumstances having an impact on Equitable's administrative expenses, and (vii) whether the Participant is then receiving payments under the periodic distribution option described in Section 4.04. No. 15,000 AC 5904 Page 16 Each such charge will be withdrawn from the Participant's Investment Accounts in proportion to the amount the Account Balance in each Investment Account bears to the sum of the Account Balances of the Participant's Investment Accounts. Such withdrawals will reduce (i) the Participant's Accrued Values with respect to the Guarantees with the most recent Contribution Quarter of each Duration (that is, one year, three year and so forth) represented in the Participant's Guaranteed Rate Account in the same proportion that the sum of the Participant's Accrued Values with respect to the Guarantees of each Duration bears to the Account Balance of the Participant's Guaranteed Rate Account, or, if such Accrued Values prove insufficient, from the Guarantee or Guarantees with the next most recent Contribution Quarter and so on until sufficient amounts have been withdrawn, and (ii) the number of Units in the Participant's other Investment Accounts. The initial Participant Service Charge for a Participant shall be stated on page 3 of the certificate issued to the Participant pursuant to Section 5.09. Equitable reserves the right to withdraw the Participant Service Charge more or less frequently than once each calendar quarter, but the amount will never exceed $30 per annum. The Participant Service Charge is deducted first from Contributions to the Guaranteed Rate Account, including transfers from other Investment Accounts, and then from accrued interest. If Contributions to the Guaranteed Rate Account are less than the applicable Participant Service Charge in any year, the total Participant Service Charge for that year will not exceed the amount of interest in excess of 3% which is credited to the Guaranteed Rate Account in the absence of a service charge. Employer Payment: Pursuant to the terms of the Administrative Agreement the Employer may make a contribution of an amount equal to the Participant Service Charge then due for all the Employer's Participants covered by Equitable's TSA program. If such a Contribution is made, no withdrawal from the Participant's Account will then be made pursuant to this Section. SECTION 3.09 TERMINATION OF PARTICIPATION Subject to any applicable restrictions under the terms of the Plan, and on or before a Participant's Retirement Date, the Participant may elect by written notice to terminate participation under the Contract. Written notification must be received at the address on page 3 of the certificate to be issued to the Participant pursuant to Section 5.09. As of the date of receipt of such notice, Equitable will determine and, subject to Section 5.06, pay the Participant the Account Balances of the Participant's Investment Accounts other than the Guaranteed Rate Account, minus a $5 processing charge and the Cash Value of the Participant's Guaranteed Rate Account, less the then applicable Participant Service Charge. Equitable may elect to terminate the Participant's participation under the Contract if no contribution has been made by or on behalf of the Participant for at least three years from the date of the last contribution to the Participant's Account and if the sum of the Account Balances of the Participant's Investment Accounts does not exceed $2,000 or would, if it were then the Participant's Retirement Date, provide an Annuity Benefit of less than $20 per month. Upon so electing, the Equitable will determine and, subject to Section 5.06, pay to the Participant the sum of the Account No. 15,000 AC 5904 Page 17 Balances of the Participant's Investment Account other than the Guaranteed Rate Account, and the Cash Value of the Participant's Guaranteed Rate Account minus the then applicable Participant Service Charge. Upon payment pursuant to this Section, Equitable will be released from any and all liability for payments with respect to the Contributions from which the sum of the amounts then in the Participant's Investment Accounts arose. SECTION 3.10 DEATH OR DISABILITY BENEFIT If a Participant dies or becomes disabled while an Account for such Participant is being maintained under the Contract, Equitable, upon receipt of due proof of such death or disability, will pay, in a single sum to the Participant or the beneficiary designated by the Participant to receive such payment, the sum of the Account Balances of the Participant's Investment Accounts as of the date of such proof is received, minus any Participant Service Charge then applicable. Due proof of such death or disability must be received by Equitable at: Equitable Retirement Products Center, P.O. Box 1910, Boston MA 02110. Payment to the Participant or the beneficiary may be deferred by Equitable in accordance with the provisions of Section 5.06. Upon any payment made pursuant to this Section, Equitable will be released from any and all liability for payment with respect to the contributions made for the Participant. SECTION 3.11 OPTIONAL MODES OF SETTLEMENT Any Participant may elect that all or any part of any amount that would otherwise be payable to the Participant's beneficiary in a single sum be paid to such beneficiary under an optional mode of settlement, subject to Equitable's rules in effect at the time of the election. The beneficiary may make such an election after the Participant's death if no such election made by the Participant is then in effect. Any payee under an optional mode of settlement elected pursuant to this Section may designate (with the right to revoke or to change such designation) a beneficiary to receive any amount that, in the absence of such designation, would be payable to such payee's executors or administrators. Any election of an optional mode of settlement may be revoked or changed by the Participant at any time before a payment is made thereunder. Any election, designation, revocation, or change shall be effective as of the date written notice thereof is filed with Equitable the address shown on page 3 of the certificate to be issued to the Participant pursuant to Section 5.09. No. 15,000 AC 5904 Page 18 PART IV -- ANNUITY BENEFITS SECTION 4.01 ANNUITY BENEFIT The term "Annuity Benefit" means a series of monthly payments with respect to a specified person or persons payable in a specified dollar amount. The term "Annuity Value" means the amount, determined on the Participant's Retirement Date, equal to the sum of the Account Balances of the Participant's Investment Accounts. The term "Amount Applied" means the portion of the Annuity Value which the Participant elects to apply toward an Annuity Benefit pursuant to Section 4.02, less any applicable State Premium Tax as determined by Equitable, less an administrative fee of $175. Each monthly payment under an Annuity Benefit under the Contract will be the amount provided pursuant to Section 4.03. The Normal Form of an Annuity Benefit under the Contract is the Full Cash Refund Annuity form which provides for equal monthly payments to the Participant beginning on the Participant's Retirement Date and ending with the last monthly payment due before the Participant's death, and, upon receipt by Equitable of due proof of the Participant's death, a single sum payment to the beneficiary designated to receive such payment of an amount equal to the excess, if any, of the Amount Applied over the sum of all the annuity payments that have been paid to the Participant under the Contract. SECTION 4.02 ELECTION AND COMMENCEMENT OF ANNUITY BENEFITS As of a Participant's Retirement Date, provided such Participant is then living, the Participant's Annuity Value shall be applied to provide an Annuity Benefit on the Normal Form, unless such Participant elects as of such Retirement Date to (i) terminate participation under the Contract and receive the Cash Values of the Participant's Guaranteed Rate Account and the Account Balances of the Participant's other Investment Accounts as a single sum, (ii) have payments made under the periodic distribution option described in Section 4.04, (iii) have an Annuity Benefit provided pursuant to Section 4.03 or any other annuity form or combination of forms offered by Equitable subject to Equitable's rules then in effect, or (iv) have any combination of the three preceding options. Notwithstanding anything to the contrary in the preceding paragraph, Equitable reserves the right to pay the Participant's Annuity Value to the Participant in a single sum if less than $2,000 would be applied to provide an Annuity Benefit or less than $20 per month would be payable under the Annuity Benefit or periodic distribution option. Equitable will provide appropriate notice and election forms to a Participant [not more than six months or less than three months] before such Participant's Retirement Date. Equitable has the right to require the Participant to furnish pertinent facts and determinations before providing an Annuity Benefit, and will be fully protected in relying on such information and need not inquire as to the accuracy or completeness thereof. No. 15,000 AC 5904 Page 19 SECTION 4.03 AMOUNT OF ANNUITY BENEFITS If a Participant elects an Annuity Benefit, the Amount Applied will be applied as of the Participant's Retirement Date to provide the Annuity Benefit. [The Amount Applied shall provide the Annuity Benefit on the basis of either (i) the Table of Guaranteed Annuity Payments shown in Section 4.05, (ii) Equitable's current group annuity rates for payment of proceeds for the same class of annuitants, or (iii) Equitable's current group rates for a single consideration immediate annuity for the same class of annuitants, whichever rates would provide the largest benefit to the payee.] If current group annuity rates are used, such Participant's certificate will be replaced by an Equitable supplemental certificate. The Table of Guarantee Annuity Payment set forth the minimum amount of monthly income that $1,000 of Participant's Amount Applied will provide under the Contract on the Full Cash Refund Annuity Form. The amounts of income provided under the Annuity Benefit are based on [3% interest and the 1983 Mortality Table and Projection Scale G.] The amounts of income for ages and annuity forms not shown in the table will be calculated on the same basis. Equitable may change, by an amendment to the Contract, the monthly income amounts contained in the Table of Guaranteed Annuity Payments and the basis for determining such amounts, for new Participants, upon advance notice to the Contract Holder. SECTION 4.04 PERIODIC DISTRIBUTION OPTION The Participant may elect pursuant to Section 4.02 to receive the Account Balance of each of the Participant's Investment Accounts, other than the Guaranteed Rate Account, under the periodic distribution option. Such option, subject to the conditions set forth in the following paragraphs, provides a series of monthly installment payments over a number of whole years beginning as of the Participant's Retirement Date, or as soon thereafter as is practicable. The number of whole years will be the lesser of (i) the number of whole years designated by the Participant before the Participant's Retirement Date and (ii) the number of years equal to the greater of the life expectancy of the Participant, and the joint and last survivor expectancy of the Participant and the Participant's spouse as of the Participant's Retirement Date, rounded to the next lower year. Conditions: 1. No payments may be made under the periodic distribution option from the Guaranteed Rate Account, and no amounts may be retained in the Guaranteed Rate Account while payments are being made under the periodic distribution option. 2. The monthly amount of installment payments shall be computed by Equitable monthly, beginning on the date as of which monthly installment payments commence and, thereafter, as of the first day of each succeeding month. The amount of each such monthly installment payment shall be determined by dividing the sum of the Account Balances of the Participant's Investment Accounts as of the first day of each such month by the number of months then remaining under the periodic distribution option, less a monthly transaction charge of $1.50 which will be deducted from the payment. No. 15,000 AC 5904 Page 20 3. Each monthly installment payment before deduction of the $1.50 transaction charge will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each such Investment Account immediately before such payment is made. 4. The Participant Service Charge will continue to be withdrawn from the Participant's Account in accordance with Section 3.08; during the last whole year of installment payments such charge shall be deducted as necessary from the last monthly installment payments made. 5. While monthly installment payments are being made, (a) the participant may transfer amounts among the Investment Accounts other than the Guaranteed Rate Account maintained for the Participant pursuant to Section 3.01, but (b) no Contributions may be made for or by the Participant. 6. The Participant may elect by advance written notice to have Equitable cease making monthly installment payments and instead pay in a single sum to the participant the sum of the Account Balances of the Participant's Investment Accounts minus a $5 processing charge. Upon making such payment Equitable will be released from any and all liability for payments with respect to the Contributions made for the Participant from which the payment arose. 7. No monthly installment payment shall be of an amount greater than the sum of the Account Balances of the Participant's Investment Accounts immediately before the due date of such payment. 8. If the Participant dies while monthly installment payments are being made, a single sum death benefit will be paid to the Participant's beneficiary pursuant to Section 3.10. Upon payment of such death benefit, Equitable will be released from any and all liability for payments with respect to the Contributions made for the Participant from which the death benefit payment arose. SECTION 4.05 PAYMENT OF BENEFITS Evidence of each payee's survival must be furnished to Equitable either by personal endorsement of the check drawn for payment or by other means satisfactory to Equitable. If a benefit payable under the Contract was based on information about the Participant's age or identity that is subsequently found to be incorrect, such benefit will not be invalidated, but an adjustment on the basis of the correct information will be made in the amount of the benefit payments, or any amount used to provide the benefit, or any combination thereof. Such adjustment, with interest at the rate of 6% per year, will be added to any payments thereafter falling due under the Contract with respect to the payee. The liability of Equitable with respect to a payee is limited to the correct information and the actual amounts used to provide the benefits then in force with respect to the payee under the Contract. No. 15,000 AC 5904 Page 21 With respect to any other statements required as a condition of issuing a certificate to a Participant pursuant to Section 5.09, except statements relating to the disability benefit in Section 3.10, the certificate shall be incontestable after it has been in force during the lifetime of the participant for two years. If Equitable receives evidence satisfactory to it that (i) a payee entitled to receive any payment under the Contract is physically or mentally incompetent to receive such payment or is a minor, (ii) another person or an institution is then maintaining or has custody of such payee, and (iii) no guardian, committee, or other representative of the estate of such payee has been appointed, Equitable may make the payments (in the case of a minor, in an amount not exceeding $50 a month) to such other person or institution, and will thereupon be fully discharged from all liability with respect thereto. If an annuity form made available by Equitable provides for payment for a period certain, such as 120 or 180 months, and thereafter during the remaining lifetime of one person, or of at least one of two persons, a payee for payments thereunder may elect, without the concurrence of any other person, to receive the commuted value of any remaining payments, provided no person upon whose life the income depends is surviving. Upon election by a Participant pursuant to Section 4.02 of an annuity form providing payments for a period certain, such Participant may designate (with the right to change such designation) a person or persons to receive any payments that may become due after the death of the person or persons upon whose life or lives the income may depend. Payments under annuity forms with life contingencies terminate with the last payment due before the death of the person or persons upon whose life the income depends or the end of the certain period, whichever is later. Equitable will require satisfactory evidence of the age of any person up whose life an annuity form depends. No. 15,000 AC 5904 Page 22 TABLE OF GUARANTEED ANNUITY PAYMENTS (Based on Age Nearest Birthday on Due Date of First Payment) Annuity Benefit Payable On The Full Cash Refund Annuity Form (Minimum Monthly Income Per $1,000 of Amount Applied)
Age Annuity Benefit - ------ ---------------- 60 4.18 61 4.26 62 4.34 63 4.43 64 4.52 65 4.62 66 4.73 67 4.83 68 4.95 69 5.07 70 5.20
Amounts applicable for ages or for annuity forms not shown will be calculated by Equitable on the same actuarial basis. No. 15,000 AC 5904 Page 23 PART V -- GENERAL PROVISIONS SECTION 5.01 CONTRACT The Contract constitutes the entire contract between the parties and the provisions of the Contract alone will govern with respect to the rights and obligations of Equitable. The provisions of the Contract will be applied separately with respect to each Participant. Nothing in the enrollment form referred to in Section 1.05, the administrative agreement referred to in Section 1.06, the trust agreement referred to in Section 5.08 nor any modification, amendment, or supplement to any such documents will in any way be construed to enlarge, change, vary or in any other way affect the obligations of Equitable as expressly provided in the Contract. The Contract may not be modified as to Equitable, nor may any of Equitable's rights or requirements be waived, except in writing and by an authorized officer of Equitable. The Contract may be changed by amendment or replacement upon agreement between the Contract Holder and Equitable without the consent of any other person provided that such change does not reduce any Cash Value, Account Balance, Annuity Value, or Annuity Benefit provided before such change and provided that no rights, privileges or benefits which have accrued to any Participant under the Contract may be reduced or forfeited except by the express consent of such Participant. SECTION 5.02 STATUTORY COMPLIANCE Equitable reserves the right to amend the Contract without the consent of any other person in order to comply with applicable laws and regulations. Such right shall include, but shall not be limited to, the right to conform the Contract and any certificate to reflect changes in the Internal Revenue Code, or in regulations or published rulings of the Internal Revenue Service, so that each such certificate will continue to be an Annuity covered under Section 72 of the Internal Revenue Code. Any Annuity Benefit, Accrued Values, Account Balance or death or disability benefit available under a certificate issued pursuant to the Contract shall not be less than the minimum benefits required by any statute of the state in which the certificate is delivered. SECTION 5.03 ASSIGNMENTS AND NON-TRANSFERABILITY The entire interest of any Participant under the Contract is nonforfeitable. No interest of a Participant under the Contract may be sold, assigned, discounted, or pledged as collateral for a loan or as security for the performance of an obligation or for any other purpose to any person other than Equitable. No amount payable under the Contract may be assigned or encumbered by the payee and, to the extent permitted by law, no such amount will in any way be subject to any claim against such payee. No. 15,000 AC 5904 Page 24 SECTION 5.04 BENEFICIARY Each Participant, as of such Participant's Enrollment Date, is to provide Equitable with an initial designation of a beneficiary or beneficiaries entitled to receive any payment with respect to such participant becoming due under the Contract after the death of the Participant. The Participant may change such designation from time to time. Any such designation or change will be made by written notice on a form satisfactory to Equitable. A change will, upon receipt at a designated Equitable Office, take effect as of the time the written notice was signed, whether or not the Participant is living on the date of receipt, but without further liability as to any payment or other settlement made by Equitable before receipt of such change. Unless otherwise specified in the designation, if a Participant has designated two or more persons as beneficiary, the beneficiary will be the designated person or persons who survive the Participant, and if more than one survive they will share equally. If upon the death of a person there is no designated beneficiary then living entitled to receive any single sum payment or any remaining periodic payments then becoming due to a beneficiary with respect to a Participant, Equitable shall pay such single sum payment or the commuted values of such periodic payments to the first surviving class of the following classes of successive preference beneficiaries: (a) the Participant's surviving spouse, (b) the Participant's surviving children, (c) the executors or administrators of the person upon whose death the payment becomes due. Any commuted value shall be determined on the basis of compound interest at the rate determined by Equitable as consistent with the actuarial basis used in providing the annuity benefits. If the Participant so elects in writing, any amount that would otherwise be payable to the beneficiary in a single sum may be applied to provide an Annuity Benefit, on the form of annuity elected by the Participant with respect to the beneficiary, subject to Equitable's rules then in effect. If at the death of a Participant there is no election in effect to apply the Death Benefit to provide an Annuity Benefit, the beneficiary may make such an election. SECTION 5.05 FUTURE PARTICIPANTS Equitable reserves the right at its sole discretion to curtail or prohibit further enrollment as Participants under the Contract of any individuals who are not currently participating under the Contract as of such date of curtailment or prohibition. SECTION 5.06 DEFERMENT Except as provided in this Section, payments by Equitable from the Participant's Account pursuant to the provisions of Sections 3.06, 3.09, and Section 3.10 will be made within seven days after receipt of a written request for such surrender or withdrawal, or receipt of due proof of death or disability of the Participant. No. 15,000 AC 5904 Page 25 During any period when (i) the sale of securities or the determination of the Unit Value is not reasonably practicable because an emergency, defined by the Securities and Exchange Commission, exists, or the New York Stock Exchange is closed or trading on such Exchange is restricted, or (ii) the Securities and Exchange Commission may by order permit postponement for the protection of persons having interests in a Separate Account, Equitable reserves the right: (a) to defer payment of the Account Balance of a Participant's Investment Account other than the Guaranteed Rate Account; (b) to defer payment of any portion of a death or disability benefit arising from an amount in a Participant's Investment Accounts other than the Guaranteed Rate Account, or (c) in the event of (a) above, to defer application of such amounts to provide any Annuity Benefit permitted under the Contract. Payments by Equitable from the Guaranteed Rate Account pursuant to Section 3.06, Section 3.09 or Section 3.10 or any commuted payments arising from an annuity pursuant to Section 4.05 may be deferred for up to six months after receipt of a written request for such withdrawal or termination, receipt of due proof of disability or death of the Participant, or receipt of due documentation for such commutation. Interest at the applicable Guarantee Rate for the amount withdrawn will be allowed on any payment deferred for 30 days or more. SECTION 5.07 ANNUAL NOTICE As soon as practicable after the end of each calendar year Equitable, provided an Account is being maintained for the Participant at the end of such calendar year, will furnish the Participant with a notice showing as of a specified recent date (1) the total number of Units credited to each Investment Account other than the Guaranteed Rate Account, (2) the Unit Value of such Investment Accounts, (3) the Account Balance of each Investment Account, (4) the sum of the Account Balances of each Investment Account, and (5) the Cash Value of the Guaranteed Rate Account. SECTION 5.08 CONTRACT HOLDER RESPONSIBILITY The sole responsibility of the Contract Holder is to serve as party to the Contract. The Contract Holder will have no responsibility for the administration of any plan, for payments to the Accounts, for any payments, distributions or duties thereunder. Equitable will deal with the Contract Holder in accordance with the terms and conditions of the trust agreement pursuant to which the Contract Holder agreed to act as such and with the Contract and in such manner as the Contract Holder and Equitable may agree, without the consent of any other person. No. 15,000 AC 5904 Page 26 SECTION 5.09 CERTIFICATE Equitable will issue to each Participant an individual certificate setting forth a statement in substance of the benefits to which such Participant is entitled under the Contract. Nothing in the Contract will invalidate or impair any rights granted to a Participant in such certificates or under the New York Insurance Law. SECTION 5.10 DISQUALIFICATION In the event that an annuity purchased hereunder with respect to a Participant fails to qualify as an Annuity as described in Section 1.04, Equitable shall have the right, upon receiving notice of such fact before the Retirement Date, to terminate participation with respect to such Participant under the Contract and pay to that Participant the sum of the Cash Values of the Participant's Guaranteed Rate Account and the Account Balances of the Participant's other Investment Accounts less a deduction for any applicable Participant Service Charge and for the appropriate part attributable to such Participant of any Federal income tax payable by Equitable which would not have been payable if such Participant had not had any annuity under the Contract. SECTION 5.11 PARTICIPATION IN SURPLUS The Contract and all other contracts in the same class of contracts shall be combined for the purpose of ascertaining the annual surplus of Equitable to be apportioned among such contracts as a dividend. Equitable shall determine the portion of such dividend to be allocated to the Contract; however, the amount thereof is expected to be minimal. Any amount allocated to the Contract shall be payable as of January 1 of the calendar year in which a dividend is apportioned. Dividends will be payable to the Participant's Account and allocated in accordance with the Account Balances in the Guaranteed Rate Accounts maintained for Participants under this Contract. Dividends will be assigned to the Guarantee of the shortest Duration to which contributions are being assigned during the Contribution Quarter when the dividend is paid. No. 15,000 AC 5904 Page 27 APPLICATION FOR GROUP ANNUITY CONTRACT To: The EQUITABLE Life Assurance Society of the United States UNITED STATES TRUST COMPANY OF NEW YORK - -------------------------------------------------------------------------------- (hereinafter called the Applicant) 45 Wall Street, New York, New York 10005 of ------------------------------------------------------------------------------ (Applicant's Head Office Address) HEREBY APPLIES for a Group Annuity Contract in the form attached, and approves and accepts the terms of such Group Annuity Contract. This application supersedes any application for the said contract previously signed by the Applicant. This contract will take effect as of --------------------- 1, 1983. Dated at -------------------------------- Signature of Applicant ------------------------------ --------------------------------------- --------------------------------------- --------------------------------------- Official Title ---------------------------------- No. 15,000 AC 5904 Page 28 THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Effective as of the dates specified below, or your Participation Date, whichever is later, we have amended Group Annuity Contract AC 5904 as follows: 1. The Equitable office address on page 3 is amended as of November 1, 1985 to read as follows: "The Equitable Life Assurance Society P.O. Box 2509 General Post Office New York, New York 10116." 2. Section 1.02 entitled "Plan" is amended, as of January 1, 1985, to read as follows: "The term "Plan" means a program established by an Employer described in clause (ii) of Section 1.01, for the purchase of Annuities on behalf of employees under the Contract, which program is not exempt under 29 Code of Federal Regulations Section 2510.3-2(f) and is therefore an "employee pension benefit plan" subject to the requirements of Title I of the Employee Retirement Income Security Act of 1974 ("ERISA") as it may be amended from time to time." 3. Section 1.04 entitled "Annuity" is amended, as of January 1, 1985, to read as follows: "The term "Annuity" means an annuity purchased in accordance with the terms of the Salary Reduction Agreement, program or Plan which annuity meets the requirements of Section 403(b) of the Code." 4. In Section 1.07 entitled "Retirement Date" the following amendments are made: A. As of November 1, 1985 the third sentence of the first paragraph is amended to read as follows: "Any election for such change must be made in writing by the Participant and shall not take effect until received by Equitable at: The Equitable Life Assurance Society, P.O. Box 2509, General Post Office, New York, New York 10116, or any other address that Equitable designates in written notice to the Participant." B. As of January 1, 1985 a new third paragraph is added to read as follows: 2 "If participation under the Contract is pursuant to the terms of a Plan, the designation of, and any election to change the Retirement Date under this Section 1.07 shall be made by the Participant in accordance with this Section 1.07 and the terms of the Plan." 5. In Section 1.08 entitled "Definitions Relating to Guaranteed Rate Account" the following amendments are made: A. The definition of "Guarantee Rate" in the fourth paragraph thereof is amended as of February 1, 1986 by deleting the phrase "15 days" and placing in lieu thereof the phrase "10 days". B. The following last sentence is added to the definition of "Guarantee Withdrawal Charge" in the sixth paragraph thereof, as of January 1, 1986, to read as follows: "The Withdrawal Charge will be deducted from the remaining amounts in the Participant's Guarantee after the withdrawal payment is processed; except the Withdrawal Charge may be deducted from the withdrawal payment if there is an insufficient amount in the Participant's Guarantee to pay such charge." 3 6. In Section 3.03 entitled "Contributions" condition number 3 is amended as of February 1, 1986 by deleting the phrase "fifteen calendar days" both places it appears and by placing in lieu thereof the phrase "twenty calendar days." 7. In Section 3.04 entitled "Allocations" condition number 4 is amended as of February 1, 1986 by deleting the phrase "fifteen calendar days" in the second sentence thereof and by placing in lieu thereof the phrase "twenty calendar days." 8. In Section 3.05 entitled "Transfers" condition number 4 is amended as of February 1, 1986 by deleting the phrase "fifteen calendar days" in both places it appears and by placing in lieu thereof the phrase "twenty calendar days." 9. In Section 3.06 entitled "Partial Withdrawals" the third paragraph is amended as of January 1, 1986 to read as follows: "Upon partial withdrawal, Equitable will pay the Participant the lesser of (i) the amount of partial withdrawal requested or (ii) the sum of the Account Balances of his Investment Accounts other than the Guaranteed Rate Account. A processing charge of $5 will be deducted from the remaining Account Balances of the Participant's Investment Accounts after the partial withdrawal 4 payment is processed; however, the processing charge may instead be deducted from the partial payment." 10. In Section 3.09 entitled "Termination of Participation" the first sentence is amended as of January 1, 1985 to read as follows: "Subject to any applicable restrictions under the terms of an Employer's program or Plan, and on or before a Participant's Retirement Date, the Participant may elect by written notice to terminate participation under the Contract." 11. In Section 3.10 entitled "Death or Disability Benefit" the last sentence of the first paragraph is amended as of November 1, 1985 to read as follows: "Due proof of such death or disability must be received by Equitable at: The Equitable Life Assurance Society, P.O. Box 2509, General Post Office, New York, New York 10116, or any other address Equitable designates in written notice to the Participant." 12. In Section 4.04 entitled "Periodic Distribution Option" the following amendments are made as of January 1, 1986: A) The last sentence of Condition number 2 is amended 5 by deleting it and replacing it with the following two sentences: "2. The amount of each such monthly installment payment shall be determined by dividing the sum of the Account Balances of the Participant's Investment Accounts as of the first day of each such month by the number of months then remaining under the periodic distribution option. A monthly transaction charge of $1.50 will be deducted proportionately from the remaining Account Balances of the Participant's Investment Accounts after each such monthly installment payment is determined, provided, however, that the transaction charge of $1.50 may be deducted from the last payment made." B. Condition number 3 is amended to read as follows: "3. Each monthly installment payment will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each such Investment Account immediately before such payment is made." 6 13. New Section 4.06 is added as of January 1, 1985 to read as follows: "Section 4.06 SPECIAL ANNUITY AND SPOUSAL CONSENT PROVISIONS APPLICABLE TO PLANS "If participation under the Contract is pursuant to the terms of a Plan, then the provisions of this Section 4.06 shall supersede any contrary provisions in the Contract and Certificate. "Unless a married Participant and his or her spouse elect otherwise in accordance with the terms of the Plan and as provided in this Section 4.06, Account Balances payable pursuant to the terms of the Contract shall be paid to the Participant in the form of a "Qualified Joint and Survivor Annuity." A "Qualified Joint and Survivor Annuity" is an Annuity Benefit in which the Amount Applied is applied to provide an annuity for the life of the Participant with a survivor annuity for the life of the Participant's spouse which is not less than 50% and not more than 100% of the annuity which is payable during the joint lives of the Participant and his or her spouse. If the Participant is unmarried and does not elect otherwise, the Amount Applied shall be applied to provide an annuity for his or her life. 7 "In addition, unless a contrary election is made pursuant to the terms of the Plan and this Section 4.06, if a married Participant dies before payment of his or her Account Balances have commenced, then the Amount Applied shall be applied to purchase an annuity for the life of the Participant's spouse. "The Participant may elect, on a form acceptable to Equitable, within the 90 consecutive day period before the date as of which payment of the value of the Account Balances is to commence, not to have the Amount Applied applied to provide a Qualified Joint and Survivor Annuity, or if he or she is not married, a life annuity, in which case he or she may elect any other form of payment available under the terms of the Plan and the Contract. The Participant may also elect, on a form acceptable to Equitable, on the first day of the Plan year in which he or she turns age 35 (or if he or she ceases to work for the Employer prior to that Plan year, as of the date he or she ceases to work for the Employer) for a beneficiary other than the spouse to receive payment of the value of the Account Balances in the event of his or her death (less any applicable charges and taxes as determined by Equitable). An election under either of the two preceding sentences must be consented to by the Participant's spouse, if applicable, in writing before a notary or a representative of the Plan and must be limited to a benefit for a specific alternate beneficiary. However, no spousal consent will be required if the Participant 8 can prove to the satisfaction of the Employer and Equitable, that he or she has no spouse or else that he or she cannot locate the spouse. Each election to designate a beneficiary other than the Participant's spouse must be consented to by the spouse and any election made under this paragraph to waive the spouse's benefits may be revoked without the consent of the spouse at any time prior to the date as of which payments commence. Any consent to waive the spouse's benefits shall be valid only with regard to the spouse who signs it. Any new waiver or change of beneficiary shall require new spousal consent. "The provisions requiring spousal consent in this Section 4.06 shall also apply with regard to a Participant's election to withdraw his or her Account Balances pursuant to Sections 3.06 or 3.09. A spouse's written consent, witnessed by a representative of the Plan or notary, must be given on a form acceptable to Equitable within the 90 consecutive day period prior to such withdrawal unless the Participant can show that he or she is not married or his or her spouse cannot be located. "The foregoing notwithstanding, if the present value of the Participant's Account Balances on the date payment is to commence is less than $2,000, Equitable may choose to make payment in a single sum rather than in the form of a Qualified 9 Joint and Survivor Annuity or life annuity as described herein. "Upon any payment made pursuant to this Section 4.06, Equitable will be released from any and all liability for payment with respect to the contributions made for the Participant." /s/ Rodney L. Enochs /s/ John B. Carter - ---------------------------- ---------------------------- Vice President and Secretary President 10 THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Effective as of the dates specified below, or your Participation Date, whichever is later, we have amended the Certificate issued under Group Annuity Contract AC 5904 as follows: 1. The Equitable office address on page 3 is amended as of November 1, 1985 to read as follows: "The Equitable Life Assurance Society P.O. Box 2509 General Post Office New York, New York 10116." 2. Section 1.02 entitled "Plan" is amended, as of January 1, 1985, to read as follows: "The term "Plan" means a program established by an Employer described in clause (ii) of Section 1.01, for the purchase of Annuities on behalf of employees under the Contract, which program is not exempt under 29 Code of Federal Regulations Section 2510.3-2(f) and is therefore an "employee pension benefit plan" subject to the requirements of Title I of the Employee Retirement Income Security Act of 1974 ("ERISA") as it may be amended from time to time." 3. Section 1.04 entitled "Annuity" is amended, as of January 1, 1985, to read as follows: "The term "Annuity" means an annuity purchased in accordance with the terms of the Salary Reduction Agreement, program or Plan which annuity meets the requirements of Section 403(b) of the Code." 4. In Section 1.07 entitled "Retirement Date" the following amendments are made: A. As of November 1, 1985 the third sentence of the first paragraph is amended to read as follows: "Any election for such change must be made in writing by the Participant and shall not take effect until received by Equitable at: The Equitable Life Assurance Society, P.O. Box 2509, General Post Office, New York, New York 10116, or any other address that Equitable designates in written notice to the Participant." B. As of January 1, 1985 a new third paragraph is added to read as follows: 2 "If participation under the Contract is pursuant to the terms of a Plan, the designation of, and any election to change the Retirement Date under this Section 1.07 shall be made by the Participant in accordance with this Section 1.07 and the terms of the Plan." 5. In Section 1.08 entitled "Definitions Relating to Guaranteed Rate Account" the following amendments are made: A. The definition of "Guarantee Rate" in the fourth paragraph thereof is amended as of February 1, 1986 by deleting the phrase "15 days" and placing in lieu thereof the phrase "10 days". B. The following last sentence is added to the definition of "Guarantee Withdrawal Charge" in the sixth paragraph thereof, as of January 1, 1986, to read as follows: "The Withdrawal Charge will be deducted from the remaining amounts in the Participant's Guarantee after the withdrawal payment is processed; except the Withdrawal Charge may be deducted from the withdrawal payment if there is an insufficient amount in the Participant's Guarantee to pay such charge." 3 6. In Section 3.03 entitled "Contributions" condition number 3 is amended as of February 1, 1986 by deleting the phrase "fifteen calendar days" both places it appears and by placing in lieu thereof the phrase "twenty calendar days." 7. In Section 3.04 entitled "Allocations" condition number 4 is amended as of February 1, 1986 by deleting the phrase "fifteen calendar days" in the second sentence thereof and by placing in lieu thereof the phrase "twenty calendar days." 8. In Section 3.05 entitled "Transfers" condition number 4 is amended as of February 1, 1986 by deleting the phrase "fifteen calendar days" in both places it appears and by placing in lieu thereof the phrase "twenty calendar days." 9. In Section 3.06 entitled "Partial Withdrawals" the third paragraph is amended as of January 1, 1986 to read as follows: "Upon partial withdrawal, Equitable will pay the Participant the lesser of (i) the amount of partial withdrawal requested or (ii) the sum of the Account Balances of his Investment Accounts other than the Guaranteed Rate Account. A processing charge of $5 will be deducted from the remaining Account Balances of the Participant's Investment Accounts after the partial withdrawal 4 payment is processed; however, the processing charge may instead be deducted from the partial payment." 10. In Section 3.09 entitled "Termination of Participation" the first sentence is amended as of January 1, 1985 to read as follows: "Subject to any applicable restrictions under the terms of an Employer's program or Plan, and on or before a Participant's Retirement Date, the Participant may elect by written notice to terminate participation under the Contract." 11. In Section 3.10 entitled "Death or Disability Benefit" the last sentence of the first paragraph is amended as of November 1, 1985 to read as follows: "Due proof of such death or disability must be received by Equitable at: The Equitable Life Assurance Society, P.O. Box 2509, General Post Office, New York, New York 10116, or any other address Equitable designates in written notice to the Participant." 12. In Section 4.04 entitled "Periodic Distribution Option" the following amendments are made as of January 1, 1986: A) The last sentence of Condition number 2 is amended 5 by deleting it and replacing it with the following two sentences: "2. The amount of each such monthly installment payment shall be determined by dividing the sum of the Account Balances of the Participant's Investment Accounts as of the first day of each such month by the number of months then remaining under the periodic distribution option. A monthly transaction charge of $1.50 will be deducted proportionately from the remaining Account Balances of the Participant's Investment Accounts after each such monthly installment payment is determined, provided, however, that the transaction charge of $1.50 may be deducted from the last payment made." B. Condition number 3 is amended to read as follows: "3. Each monthly installment payment will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each such Investment Account immediately before such payment is made." 6 13. New Section 4.06 is added as of January 1, 1985 to read as follows: "Section 4.06 SPECIAL ANNUITY AND SPOUSAL CONSENT PROVISIONS APPLICABLE TO PLANS "If participation under the Contract is pursuant to the terms of a Plan, then the provisions of this Section 4.06 shall supersede any contrary provisions in the Contract and Certificate. "Unless a married Participant and his or her spouse elect otherwise in accordance with the terms of the Plan and as provided in this Section 4.06, Account Balances payable pursuant to the terms of the Contract shall be paid to the Participant in the form of a "Qualified Joint and Survivor Annuity." A "Qualified Joint and Survivor Annuity" is an Annuity Benefit in which the Amount Applied is applied to provide an annuity for the life of the Participant with a survivor annuity for the life of the Participant's spouse which is not less than 50% and not more than 100% of the annuity which is payable during the joint lives of the Participant and his or her spouse. If the Participant is unmarried and does not elect otherwise, the Amount Applied shall be applied to provide an annuity for his or her life. 7 "In addition, unless a contrary election is made pursuant to the terms of the Plan and this Section 4.06, if a married Participant dies before payment of his or her Account Balances have commenced, then the Amount Applied shall be applied to purchase an annuity for the life of the Participant's spouse. "The Participant may elect, on a form acceptable to Equitable, within the 90 consecutive day period before the date as of which payment of the value of the Account Balances is to commence, not to have the Amount Applied applied to provide a Qualified Joint and Survivor Annuity, or if he or she is not married, a life annuity, in which case he or she may elect any other form of payment available under the terms of the Plan and the Contract. The Participant may also elect, on a form acceptable to Equitable, on the first day of the Plan year in which he or she turns age 35 (or if he or she ceases to work for the Employer prior to that Plan year, as of the date he or she ceases to work for the Employer) for a beneficiary other than the spouse to receive payment of the value of the Account Balances in the event of his or her death (less any applicable charges and taxes as determined by Equitable). An election under either of the two preceding sentences must be consented to by the Participant's spouse, if applicable, in writing before a notary or a representative of the Plan and must be limited to a benefit for a specific alternate beneficiary. However, no spousal consent will be required if the Participant 8 can prove to the satisfaction of the Employer and Equitable, that he or she has no spouse or else that he or she cannot locate the spouse. Each election to designate a beneficiary other than the Participant's spouse must be consented to by the spouse and any election made under this paragraph to waive the spouse's benefits may be revoked without the consent of the spouse at any time prior to the date as of which payments commence. Any consent to waive the spouse's benefits shall be valid only with regard to the spouse who signs it. Any new waiver or change of beneficiary shall require new spousal consent. "The provisions requiring spousal consent in this Section 4.06 shall also apply with regard to a Participant's election to withdraw his or her Account Balances pursuant to Sections 3.06 or 3.09. A spouse's written consent, witnessed by a representative of the Plan or notary, must be given on a form acceptable to Equitable within the 90 consecutive day period prior to such withdrawal unless the Participant can show that he or she is not married or his or her spouse cannot be located. "The foregoing notwithstanding, if the present value of the Participant's Account Balances on the date payment is to commence is less than $2,000, Equitable may choose to make payment in a single sum rather than in the form of a Qualified 9 Joint and Survivor Annuity or life annuity as described herein. "Upon any payment made pursuant to this Section 4.06, Equitable will be released from any and all liability for payment with respect to the contributions made for the Participant." /s/ Rodney L. Enochs Vice /s/ John B. Carter - ------------------------- ------------------ President and Secretary President 10 EX-4.(A)(2) 9 RIDER TO PF 94,177 AND PF 94,178 POLICY FORMS Exhibit 4(a)(2) STATE OF NEW YORK INSURANCE DEPARTMENT [LETTERHEAD] AGENCY BUILDING ONE THE GOVERNOR NELSON A. ROCKEFELLER EMPIRE STATE PLAZA ALBANY, NEW YORK 12257 JAMES P. CORCORAN SUPERINTENDENT OF INSURANCE CHARLOTTE T. MEINEKE A.V.P. & ASSISTANT SEC'Y INTEGRITY JUL 15 1987 REF'D June 30, 1987 Refer to: John S. Fitzgerald File No. 87060873-74 Ms. Charlotte T. Meineke Assistant Vice President Equitable Life Assurance Society of the United States 787 Seventh Avenue New York, NY 10019 RE: PF 94,177 and PF 94,178 Dear Ms. Meineke: This is in reference to the above captioned group annuity separate account policy forms submitted with your letter of June 18, 1987, and with further reference to a telephone conversation on June 24 with Ms. Mindy Leeds and Mrs. Friedland-Wechsler. We discussed the changeover of the 300 Series Separate Account and the Single Separate Account No. 301 which will be organized as a unit investment trust. We discussed the reasons for the changeover and the advantages that such an organization of the separate accounts into a unit investment trust would have for the Equitable. It appears that it will be simpler to add investment options because it will not involve the establishment of a new separate account. Each new unit would have to be registered in the usual manner and would have to have a new class of stock issued for the mutual fund. Furthermore, it was ascertained that the disclosure would be the same for a prospectus for either a new separate account or a mutual fund, so that in that regard there is no change in the amount of disclosure material. Under the unit investment trust arrangement, there will be a Massachusetts business trust. This will result in cost savings in that there will be no need to have annual routine meetings, approval of auditors and reappointment of the same investment advisors. We appreciated receiving a copy of the N-14 registration statement filed with the Securities and Exchange Commission which was sent to me by Ms. Leeds with a letter dated June 25, 1987. We have completed our review of the contract and certificate riders and find that they appear to meet our requirements for approval. Also, it appears our Life Insurance and Companies Bureau approved the revised Plan of Operations by means of Mr. McVity's letter of February 10, 1987. The above captioned forms are approved as of this date. Duplicates, bearing our stamp of approval, are enclosed herewith. Very truly yours, /s/ Fredric L. Bodner - -------------------------------------------- Fredric L. Bodner, JD Chief -- Health & Life Policy Bureau JSF/tks encs. THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Effective as of the later of the date specified below or the Participant's Participation Date, we have amended Group Annuity Contract AC 5904 as follows: 1. Effective as of May 1, 1987, the last paragraph on Page 1 is hereby amended to read as follows: "ASSETS HELD IN CONNECTION WITH THE CONTRACT MAY BE HELD IN ONE OR MORE INVESTMENT DIVISIONS OF THE SEPARATE ACCOUNT MAINTAINED BY EQUITABLE AND MAY INCREASE OR DECREASE IN VALUE AS DESCRIBED IN THE CONTRACT." 2. Effective as of May 1, 1987, the Equitable office address on page 3 is hereby amended to read as follows: "The Equitable Life Assurance Society P.O. Box 182093 Columbus, Ohio 43218" APPROVED STATE OF NEW YORK JUN 30 1987 /s/ PF 94,177 3. Effective as of January 1, 1987, Section 1.01 entitled "Employer" is hereby amended to read as follows: "The term "Employer" means (i) an educational organization employing a regular faculty which is a State, a political division of a State, or an agency or instrumentality of any one or more of the foregoing (within the meaning of Section 170(b)(1)(A)(ii) of the Code), and (ii) an organization described in Section 501(c)(3) of the Code which is exempt from Federal income tax under Section 501(a) of the Code." 4. Effective as of January 1, 1987, Section 1.02 entitled "Plan" is hereby amended to read as follows: "The term "Plan" means a program established by an Employer for the purchase of Annuities on behalf of employees under the Contract, which program is not exempt under 29 CFR Section 2510.3-2(f) and is therefore an "employee pension benefit plan" subject to the requirements of Title I of the Employee 2 Retirement Income Security Act of 1974, as amended from time to time." 5. Effective as of January 1, 1987, in Section 1.5 entitled "Participant" the following sentence is hereby added at the end thereof: "An Annuity is purchased for a person enrolled under the Contract when we receive an initial contribution from the Employer." 6. In Section 1.07 entitled "Retirement Date" the following amendments are made: A. Effective as of May 1, 1987, the last sentence of the first paragraph is hereby amended to read as follows: "Any election for such change must be made in writing by the Participant and shall not take effect until received by Equitable at: The Equitable Life Assurance Society, P.O. Box 182093, Columbus, Ohio 43218, or any other address that Equitable designates by written notice to the Participant." 3 B. Effective as of January 1, 1986, the second paragraph is hereby amended to read as follows: "If no age has been specified in the enrollment form, the Retirement Date will be deemed to be the first day of the calendar month following the month the Participant attains age 65. No Retirement Date shall be earlier than (i) for distributions made on or before December 31, 1988, the date of the Participant's attainment of age 55 or (ii) for distributions made on or after January 1, 1989, the date of the Participant's attainment of age 59 years and 6 months. No Retirement Date shall be later than (i) for benefits accrued on or before December 31, 1986, the later of the Participant's Retirement Date under the terms of the Plan or the Participant's 75th birthday, and (ii) for benefits accrued on or after January 1, 1987, the first day of April following the calendar year in which the Participant attains the age of 70 years and 6 months; provided, however, that if distributions commence on or after January 1, 1987 and before 4 January 1, 1989, a Participant's Retirement Date shall be the later of the Participant's Retirement Date under the terms of the Plan or the first day of April following the calendar year in which the Participant attains the age of 70 years and 6 months." 7. Effective as of May 1, 1987, Part I entitled "Definitions" is hereby amended by adding the following Sections at the end thereof: "SECTION 1.10 CODE The term "Code" means the Internal Revenue Code of 1986, as it may be amended from time to time. SECTION 1.11 REORGANIZATION DATE The term "Reorganization Date" means May 1, 1987." 8. Effective as of May 1, 1987, Part II entitled "The Separate Accounts" is hereby amended to read as follows: "PART II -- THE SEPARATE ACCOUNT AND ITS INVESTMENT DIVISIONS SECTION 2.01 THE SEPARATE ACCOUNT AND ITS INVESTMENT DIVISIONS The term "Separate Account" means the Separate Account 5 No. 301 established by Equitable and maintained under the laws of the State of New York. Realized and unrealized gains and losses from the assets of the Separate Account are credited or charged against it without regard to other income, gains or losses of Equitable. Assets are put in the Separate Account to support the Contract and other variable annuity contracts and certificates. Assets may be put in the Separate Account for other purposes, but not to support contracts, policies or other agreements which are not variable in form. On the Reorganization Date, Equitable exercised its rights under the Contract to operate Separate Account Nos. 301, 302, 303 and 304 (collectively, the "Predecessor Separate Accounts") as a unit investment trust under the Investment Company Act of 1940. As a result, the Predecessor Separate Accounts have been combined with and into the Separate Account. The Separate Account now operates in unit investment form and consists of investment divisions ("Investment Divisions"). Each of the Investment Divisions may invest its assets in a separate class of shares of a designated investment company in which each class 6 represents a separate portfolio in the investment company. The Investment Divisions available on the Reorganization Date were the Money Market Division, the Stock Division, the Bond Division, the Balanced Division, the Aggressive Stock Division, the High Yield Division and the Global Division. On the Reorganization Date, the investment assets and liabilities of the Predecessor Separate Accounts were transferred to the Separate Account which transferred its investment assets and liabilities to the corresponding funds (the "Funds") of the Harmony Investment Trust (the "Trust"). The transfer to the Funds did not change the Participant's existing Account Balances on the date of transfer. As of the Reorganization Date, the Money Market Division holds shares of the Money Market Fund, the Stock Division holds shares of the Common Stock Fund, the Bond Division holds shares of the Bond Fund and the Balanced Division holds shares of the Balanced Fund. Subsequent to the Reorganization Date, the Aggressive Division will hold shares of the Aggressive Fund, the High Yield Division will hold shares of the High Yield Fund and the Global Division will hold shares of the Global Fund. 7 The assets of the Separate Account are the property of Equitable. The portion of assets in the Separate Account equal to the reserves and other contract liabilities with respect to the Separate Account will not be chargeable with liabilities arising out of any other business conducted by Equitable. Equitable reserves the right to transfer assets of an Investment Division in excess of the reserves and other liabilities with respect to that Investment Division to another Investment Division or to the general assets of Equitable ("General Account"), which supports the guarantees of the Contract and other contracts. Equitable may, at its discretion, make other Investment Divisions available to Participants. Equitable will provide Participants with written notice of all material details covering investment objectives and all charges, which may include expenses and fees, if any, incurred by the investment company. Equitable reserves the right, subject to compliance with applicable law, including approval of the Contract Holder or Participants, if required, (1) to cause the registration or deregistration of the Separate Account under the Investment Company Act of 1940, (2) to operate the Separate Account under the direction of a 8 committee and to discharge such committee at any time, (3) to restrict or eliminate any voting rights of Participants or other persons who have voting rights as to the Separate Account, (4) to add, change or remove the designated investment company, (5) to add, change or remove Investment Divisions, (6) to combine any two or more Investment Divisions, (7) to transfer assets from any one of the Investment Divisions to another Investment Division, and (8) to operate the Separate Account or one or more of the Investment Divisions by making direct investments or in any other form Equitable in its sole discretion determines. The term "Investment Division" refers to any other Investment Division in which the assets of a class of certificates to which the Contract belongs are placed. Equitable may, however, at its discretion, invest the assets of the Separate Account or one or more of the Investment Divisions in any investment permitted by applicable law. Equitable may rely conclusively on the opinion of counsel (including attorneys in its employ) as to what investments it is permitted by law to make. In addition, unless otherwise required by law or regulation, an investment adviser or any investment policy may not be changed without the consent of Equitable. 9 If any of the above changes result in a material change in the underlying investments of an Investment Division of the Separate Account, Equitable will notify the Participant of such change. If the Participant has value in that Investment Division, the Participant may request Equitable in writing to transfer that value from that Investment Division (without charge) to another Investment Division of the Separate Account, and may additionally change the allocation percentages applicable to future Contributions made for him or her. Equitable will value the assets of each Investment Division on each Business Day, in accordance with the provisions of Section 2.02. Assets of the Investment Divisions are subject to charges, to be made as described in the Net Assets provision of Section 2.02. SECTION 2.02 DEFINITIONS RELATING TO THE INVESTMENT DIVISIONS VALUATION PERIOD: For an Investment Division, the "Valuation Period" starts at the end of each Business Day and ends at the corresponding time on the next 10 Business Day, and includes any non-business day or consecutive non-business days immediately preceeding such Business Day. A "Business Day" is each weekday, excluding business holidays or other days on which changes in the value of securities held by the Separate Account (or any Investment Division) will not materially affect a Participant's value in the Separate Account (or such Investment Division). NET ASSETS: For an Investment Division, the "Net Assets" equal the value of the assets in the Investment Division at the close of business of a Valuation Period, minus the sum of (1) Expenses, and (2) any amount charged against the Investment Division in such Valuation Period for taxes or for amounts set aside by Equitable as a reserve for taxes attributable to the maintenance or operation of the Investment Division. The net asset value of a designated investment company's shares held in each Investment Division shall be the value reported to Equitable by such investment company. 11 NET INVESTMENT FACTOR: For an Investment Division, the "Net Investment Factor" for a Valuation Period is (1) the Net Assets at the close of business of that Valuation Period, prior to giving effect to any amounts allocated to or withdrawn from the Investment Division during that Valuation Period, divided by (2) the Investment Division's Net Assets at the close of business of the preceding Valuation Period. UNIT: The "Unit" is a unit used in determining the value of a Participant's interest in an Investment Division for the period during which the Participant has contributions allocated to such Investment Division. UNIT VALUE: The "Unit Value" for each Investment Division on the first day contributions are allocated to the Separate Account will be equal to the Unit Value of the corresponding Predecessor Separate Account for the preceding Valuation Period multiplied by the Net Investment Factor applicable to such Investment Division. The Unit Value for each Investment Division for which there is no Predecessor Separate Account will be equal to $10.00 on the first day contributions are allocated to such Investment Division. The Unit Value for each subsequent Valuation Period with respect to an 12 Investment Division is the Unit Value for the immediately preceding Valuation Period multiplied by the Net Investment Factor for such subsequent Valuation Period. EXPENSES: For a Valuation Period, the Expenses which may be charged to an Investment Division are as follows: (1) Any amount charged against the Investment Division by Equitable during such Valuation Period to cover certain expenses incurred in the operation of the Separate Account and the Investment Divisions, including, but not limited to, taxes, interest, Securities and Exchange Commission charges and certain related expenses including printing of registration statements and amendments, outside auditing and legal expenses and certain costs of maintaining participant services, including recordkeeping services. (2) The daily charge against the Investment Division for each day in such Valuation Period for administrative expense charges, calculated on the basis of an effective annual rate of 0.25% of the value of the assets in the Investment Division. 13 If the aggregate expenses of an Investment Division for a calendar year (including the charges described in sub-paragraphs (1) and (2) of this definition and investment advisory fees of the Trust ("Investment Advisory Fee") and certain other expenses attributable to the assets of the Investment Division invested in a corresponding Fund of the Trust, but excluding interest, taxes, brokerage and, with the consent of appropriate State regulatory authorities, extraordinary expenses) exceed a charge determined on the basis of an effective annual rate of (i) 1.0% of the value of the Money Market Division's average daily Net Assets in such Investment Division during such calendar year, or (ii) 1.5% of the value of the Stock Division, the Bond Division or the Balanced Division's average daily Net Assets in such Investment Division during such calendar year, then Equitable shall reimburse such Investment Division for the excess charged to such Investment Division. Notwithstanding anything to the contrary, if a Participant's Participation Date is prior to the Reorganization Date, the Investment Advisory Fee 14 chargeable to such Participant's proportionate Account Balances invested in the corresponding Fund on each day in such Valuation Period, shall not exceed a charge, determined on the basis of an effective annual rate of (i) as to the Money Market Fund and the Bond Fund, 0.35% of the first $250 million, 0.325% of the next $250 million and 0.30% of the amount in excess of $500 million of the value of the assets of the Separate Account then invested in such Fund, and (ii) as to the Common Stock Fund and the Balanced Fund, 0.50% of the first $250 million, 0.45% of the next $250 million and 0.40% of the amount in excess of $500 million of the value of the assets of the Separate Account then invested in such Fund." 9. In Section 3.01 entitled "Accounts" the following amendments are made: A. Effective as of May 1, 1987, the last sentence of the first paragraph is hereby amended to read as follows: "Any amounts allocated to an Investment Account will either become part of the General Account or 15 part of an Investment Division of the Separate Account applicable to that Investment Account, as follows:" B. Effective as of May 1, 1987, the chart is hereby amended to read as follows:
"INVESTMENT ACCOUNTS APPLICABLE INVESTMENT MEDIUM - --------------------------------------- -------------------------------- Guaranteed Rate Account................. General Account Money Market Investment Account......... Money Market Division Stock Investment Account................ Stock Division Bond Investment Account................. Bond Division Balanced Investment Account............. Balanced Division Aggressive Stock Investment Account .... Aggressive Division High Yield Investment Account........... High Yield Division Global Investment Account............... Global Division"
C. Effective as of May 1, 1987, the last paragraph is hereby amended to read as follows: "Any amounts withdrawn from these Investment Accounts will no longer be part of the General Account or the applicable Investment Division." 16 10. Effective as of May 1, 1987, in Section 3.02 entitled "Account Balances of Investment Accounts" the first sentence is hereby amended by deleting the term "Separate Account" and by substituting the term "Investment Division". 11. Effective as of May 1, 1987, Section 3.04 entitled "Allocations" is hereby amended by adding the following new condition at the end thereof: "6. For individuals who are Participants on the Reorganization Date, allocations of contributions made after the Reorganization Date will be on the basis of the allocation percentages in effect immediately before the Reorganization Date unless changed by such Participant in accordance with the foregoing provisions of this Section. Accordingly, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 301 will be allocated to the Money Market Division, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 302 will be allocated to the Stock Division, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 303 will be 17 allocated to the Bond Division, and contributions which would otherwise have been allocated to the Predecessor Separate Account No. 304 will be allocated to the Balanced Division. Contributions which were allocated to the Participant's Guaranteed Rate Account will continue to be allocated to the Guaranteed Rate Account." 12. Effective as of May 1, 1987, in Section 3.10 entitled "Death or Disability Benefit" the last sentence in the first paragraph is hereby amended to read as follows: "Due proof of such death or disability must be received by Equitable at: The Equitable Life Assurance Society, P.O. Box 182093, Columbus, Ohio 43218, or any other address Equitable designates in written notice to the Participant." 13. Effective as of January 1, 1985, in Section 3.11 entitled "Optional Modes of Settlement" the first paragraph is hereby amended to read as follows: "Any Participant may elect that all or any part of any amount that would otherwise be payable to the Participant's designated beneficiary in a single sum be 18 paid to such beneficiary under an optional mode of settlement, subject to the provisions of Section 4.06 and to Equitable's rules in effect at the time of election. A beneficiary may make such an election after the Participant's death if no such election made by the Participant is then in effect." 14. Effective as of May 1, 1987, in Section 4.01 entitled "Annuity Benefit" the second paragraph is hereby amended to read as follows: "The term "Annuity Value" means the amount, determined on the Participant's Retirement Date, equal to the sum of the Account Balances of the Participant's Investment Accounts and the Cash Value of the Participant's Guaranteed Rate Account." 15. Effective as of January 1, 1985, in Section 4.04 entitled "Periodic Distribution Option" the first paragraph is hereby amended to read as follows: "The Participant may elect pursuant to Section 4.02 to receive the Account Balance of each of the Participant's Investment Accounts other than the Guaranteed Rate Account under the periodic distribution 19 option. Such option, subject to the conditions set forth in the following paragraphs, provides a series of monthly installment payments over a number of whole years beginning as of the Participant's Retirement Date, such number of whole years being the lesser of (i) the number of whole years designated by the Participant before the Participant's Retirement Date and (ii) the number of years equal to the greater of the life expectancy of the Participant or the joint and last survivor life expectancy of the Participant and the Participant's designated beneficiary as of the Participant's Retirement Date, rounded to the next lower whole year. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the Participant or the joint and last survivor life expectancy of the Participant and his spouse may be recalculated once each year. The life expectancy of a beneficiary other than the Participant's spouse may not be recalculated after distribution has commenced." 16. Effective as of January 1, 1986, Part IV entitled "Annuity Benefits" is hereby amended by adding the following new Section at the end thereof: 4.07 POST 1985 REQUIRED DISTRIBUTIONS For benefits which have accrued on or after 20 January 1, 1986, notwithstanding any other provision in the Contract to the contrary, with regard to any form of benefit elected in accordance with Section 4.02, if the Participant dies before the entire interest is distributed, the following distribution provisions shall apply: (a) If the Participant dies after distribution of his interest in the Accounts has commenced, the remaining portion of such interest will continue to be distributed at least as rapidly as under the method of distribution being used prior to the Participant's death. If a distribution for a period certain in accordance with Section 4.04 had commenced prior to the Participant's death, then the distribution shall be made to the Particpant's beneficiary, limited in accordance with the option selected. (b) If the Participant dies before distribution of his interest in the Accounts commences, the Participant's entire interest will be 21 distributed in accordance with one of the following three provisions: (1) The Participant's entire interest will be paid within 5 years after the date of the Participant's death. (2) If the Participant's interest is payable to a beneficiary designated by the Participant and the Participant has not elected (1) above, then the entire interest will be distributed in substantially equal installments over the life or life expectancy of the designated beneficiary commencing no later than one year after the date of the Participant's death. The designated beneficiary may elect at any time to receive greater payments. (3) If the designated beneficiary of the Participant is the Participant's surviving spouse, the 22 spouse may elect within the 1 year period commencing with the Participant's date of death to receive equal or substantially equal payments over the life or life expectancy of the surviving spouse commencing on any date prior to the date on which the deceased Participant would have attained the age of 70 years and 6 months. The surviving spouse may accelerate these payments at any time, by either increasing the frequency or amount of such payments. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the surviving spouse may be recalculated once each year. The life expectancy of a beneficiary other than the surviving spouse will be determined at the time payment first commences and payments for any 12-consecutive month period will be based on such life expectancy minus the number of whole years passed since 23 distribution first commenced. The life expectancy of a beneficiary other than the surviving spouse may not be recalculated after distribution has commenced. (c) For purposes of this requirement, any amount paid to a child of the Participant will be treated as if it had been paid to the Participant's surviving spouse if the remainder of the interest becomes payable to the surviving spouse when the child reaches the age of majority." 17. Effective as of January 1, 1985, in Section 5.04 entitled "Beneficiary" the fifth paragraph is hereby amended to read as follows: "If the Participant so elects in writing, any amount that would otherwise be payable to the beneficiary in a single sum may be applied to provide an Annuity Benefit, on the form of annuity elected by the Participant with respect to the beneficiary, subject to the provisions of Section 4.06 and to Equitable's rules then in effect. If at the death of a Participant there 24 is no election in effect to apply the Death Benefit to provide an Annuity Benefit, the beneficiary may make such an election subject to the provisions of Section 4.06 and Equitable's rules then in effect." 25 EX-4.(B)(1) 10 FORM OF GROUP VARIABLE ANNUITY CONTRACT [EQUITABLE LOGO] THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES A MUTUAL COMPANY ORGANIZED JULY 26, 1859 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK Effective as of November 10, 1983, or your Participation Date, whichever is later, we have amended the Certificate issued under Group Annuity Contract AC. 5904 as follows: Section 1.07 entitled "Retirement Date" is amended as follows: The last sentence in the second paragraph which reads "No Retirement Date shall be earlier than the attainment of age 55" is changed to read "No Retirement Date shall be earlier than the Participant's 55th birthday or later than the Participant's 75th birthday. Section 3.01 entitled "Accounts" is amended as follows: The third and fourth sentences in the first paragraph are replaced with: "The Employer will designate in the Administrative Agreement the Investment Media to be made available for Investment Accounts for the Employer's Participants. Such designated Investment Accounts will appear on page 3 of the certificates to be issued to the Employer's Participants pursuant to Section 5.09. In the event the Employer does not designate the Money Market Investment Account, Equitable will nevertheless use this Account for the purpose described in Section 3.04. Section 3.06 entitled "Partial withdrawals" is amended by the addition of the following paragraph immediately after the end of the first paragraph: "In the event a Participant makes a partial withdrawal under this Section 3.06 and is not a participant in a Plan that restricts or imposes a penalty on such withdrawals, the Participant's Contributions shall be suspended for a period of 17 consecutive months following the date of withdrawal. The Participant may resume making Contributions on the first day of the month coinciding with or next following the end of the 12 month period provided the Participant made no other withdrawals subsequent to the withdrawal to which the suspension applies. The Participant's employer will notify the Participant when Contributions may be resumed. [EQUITABLE LOGO] THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES A MUTUAL COMPANY ORGANIZED JULY 26, 1859 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Agrees * To allocate the contributions made on the Participant's behalf under the Contract to the Account maintained for the Participant. * To provide an annuity, periodic distribution, or cash value benefit at the Participant's Retirement Date; and * To provide the Participant with the other rights and benefits of this certificate. These agreements are subject to the provisions of this certificate. TEN DAYS TO REVIEW -The Participant may end participation under the Contract and cancel this certificate by mailing it to Equitable (address shown on page 3) within ten days after receipt. If the Participant does this, Equitable will refund any contribution made under the Contract on the Participant's behalf, or, if greater, with respect to contributions to the Separate Accounts, the Participant's Account Balance in those Separate Accounts on the date the cancelled certificate is received by Equitable. ASSETS HELD IN CONNECTION WITH THE CONTRACT MAY BE HELD IN ONE OR MORE SEPARATE ACCOUNTS MAINTAINED BY EQUITABLE AND MAY INCREASE OR DECREASE IN VALUE AS DESCRIBED IN THE CONTRACT. CONTENTS PART I -- Definitions Page 4 PART II -- The Separate Accounts Page 7 PART III -- Participant's Account Page 10 PART IV -- Annuity Benefits Page 18 PART V -- General Provisions Page 25 CERTIFICATE AND CONTRACT: * Equitable certifies that the Participant named on page 3 of this Certificate is included under the Group Annuity Contract (the "Contract") designated on page 3, all pertinent provisions of which are set forth below. * This certificate is valid only if participation under the Contract has not been terminated as described in the Contract and is subject to amendment as may be required pursuant to Section 5.02. * The Contract is issued in consideration of the payment of Equitable of the contributions under the Contract. * The statements on the following pages are part of this certificate. PARTICIPANT: IRA Q. DOE CERTIFICATE NUMBER: 000 00 0000 ENROLLMENT DATE: DECEMBER 1, 1983 RETIREMENT DATE: July 1, 2000 CONTRACT HOLDER: UNITED STATE TRUST COMPANY OF NEW YORK GROUP: XYZ CORPORATION GROUP NUMBER: 1234567890 GROUP ANNUITY CONTRACT NUMBER: AC 5904 INITIAL PARTICIPANT SERVICE CHARGE: $7.50 per calendar quarter with the right reserved by Equitable to change such amount in accordance with Section 3.08. MINIMUM CONTRIBUTION REQUIREMENT: $250 - for contributions other than through payroll deductions) EQUITABLE OFFICE: EQUITABLE RETIREMENT PRODUCTS CENTER P.O. Box 1910 Boston, Massachusetts 02105
* * * * * * * * * * * * * * * * * * AVAILABLE INVESTMENT ACCOUNTS:
APPLICABLE INVESTMENT INVESTMENT ACCOUNT MEDIUM INVESTMENT INVESTMENT MANAGEMENT FEE - ----------- ----------- ---------------------------- ------------------------------------ Guaranteed General Not Applicable Not Applicable Rate Account Account Money No. 301 Primarily in short-term 0.35% of first $250 million Market money market instruments 0.325% of next $250 million Account 0.30% of excess over $500 million Common No. 302 Primarily in common stocks 0.50% of first $250 million Stock 0.45% of next $250 million Account 0.40% of excess over $500 million Bond No. 303 Primarily in publicly- 0.35% of first $250 million Account traded debt securities 0.325% of next $250 million 0.30% of excess over $500 million Balanced No. 304 Primarily in a diversified 0.50% of first $250 million Account portfolio of publicly-traded 0.45% of next $250 million common stock and debt 0.40% of excess over $500 million securities, and short-term money market instruments
TABLE OF GUARANTEED VALUES ISSUE AGE [35] $1000 ANNUAL CONTRIBUTION
NUMBER OF YEARS GUARANTEED GUARANTEED PAID UP MONTHLY SINCE FIRST CONTRIBUTION CASH VALUE ANNUITY AT AGE 65* 1 999.66 10.91 2 2,000.00 21.50 3 3,000.00 31.78 4 4,000.00 41.76 5 5,000.00 51.45 6 6,013.60 60.86 7 7,123.70 69.99 8 8,267.10 78.86 9 9,444.80 87.47 10 10,657.83 95.83 11 11,907.25 103.95 12 13,194.16 111.83 13 14,519.67 119.48 14 15,884.95 126.91 15 17,291.19 134.12 16 18,739.61 141.12 17 20,231.49 147.91 18 21,768.12 154.51 19 23,350.85 160.92 20 24,981.07 167.14 25 33,895.74 195.63 27 (Age 62) 37,847.26 205.89 30 (Age 65) 44,230.30 220.20
THE TABLES ILLUSTRATE MINIMUM GUARANTEED VALUES AND ASSUME A HYPOTHETICAL $1000 CONTRIBUTION MADE ANNUALLY ON THE ENROLLMENT DATE. THE GUARANTEED CASH VALUE TABLE REFLECTS A QUARTERLY PARTICIPANT SERVICE CHARGE OF $7.50 (SEE SECTION 3.08) AND A PREMATURE WITHDRAWAL CHARGE OF UP TO 7% OF THE ACCOUNT BALANCE (SEE SECTION 1.09). THE TABLES ASSUME THAT 100% OF ALL CONTRIBUTIONS ARE ALLOCATED TO AND REMAIN IN THE GUARANTEED RATE ACCOUNT. YOUR ACTUAL GUARANTEED VALUES MAY DIFFER FROM THOSE SHOWN ABOVE, DEPENDING ON THE LEVEL AND FREQUENCY OF YOUR CONTRIBUTIONS AND THE PARTICIPANT SERVICE CHARGE APPLICABLE. *ASSUMES FULL CASH REFUND ANNUITY. PART I--DEFINITIONS SECTION 1.01 EMPLOYER The term "Employer" means (i) an educational organization employing a regular faculty which is a State, a political division of a State, or an agency or instrumentality of any one or more of the foregoing (within the meaning of Section 170(b)(1)(A)(ii) of the Internal Revenue Code of 1954, as amended (the "Code"), and (ii) an organization described in Section 501(c)(3) of the Code which is exempt from Federal income tax under Section 501(c) of the Code, which has entered into an Administrative Agreement as described on page 3 of the certificate issued to Participants pursuant to Section 5.09. SECTION 1.02 PLAN The term "Plan" means a defined contribution pension plan established by an Employer described in clause (ii) of Section 1.01 which has been determined by the Internal Revenue Service to meet the requirements for qualification under Section 401(a) of the Code and which permits or requires amounts contributed thereunder to be applied under the Contract on behalf of the employees covered under the Plan. SECTION 1.03 SALARY REDUCTION AGREEMENT The term "Salary Reduction Agreement" means (i) an agreement between an Employer and an employee of the Employer with the meaning of Section 1.403(b)--1(b)(3) of the Federal income tax regulations, under which the employee agrees to accept a reduction in salary or to forego an increase in salary and to have such amounts applied under the contract for the employee's behalf and (ii) any program or arrangement (other than by use of agreements described above) pursuant to which an Employer makes contributions to the purchase of an annuity meeting the requirements of Section 403(b) of the Code. SECTION 1.04 ANNUITY The term "Annuity" means an annuity purchased in accordance with the terms of the Salary Reduction Agreement or the Plan to the extent the Salary Reduction Agreement and the annuity purchased pursuant thereto meets the requirements of Section 403(b) of the Code or the Plan meets the requirements of Section 401(a) of the Code, whichever is applicable. SECTION 1.05 PARTICIPANT The term "Participant" means a person who has been enrolled by Equitable under the Contract through an Administrative Agreement and for whom the Employer has purchased an annuity under the Contract. A person shall become enrolled under the Contract upon receipt by Equitable of an enrollment form made available by Equitable or the Employer and completed in a manner satisfactory to Equitable. SECTION 1.06 ADMINISTRATIVE AGREEMENT The term "Administrative Agreement" means a written understanding between the employer and Equitable which, among other things, may describe, (i) procedures for facilitating the enrollment of Participants under the Contract, (ii) procedures pursuant to which contributions may be made under the Contract on behalf of Participants, (iii) procedures for facilitating the communication to Participants of information prepared by Equitable concerning the Contract and enrollment and contributions thereunder, and (iv) the extent to which the Employer will perform any services in connection with the Contract which would otherwise be performed by Equitable. SECTION 1.07 RETIREMENT DATE The term "Retirement Date" means the date on which the Participant will attain the retirement age specified in the Participant's enrollment form. Any time prior to reaching this Retirement Date, the Participant may elect to change the Retirement Date to another Retirement Date, which may be the first day of any calendar month after the filing of the election. Any election for such change must be made in writing by the Participant and shall not take effect until received by Equitable at: Equitable Retirement Products Center, P.O. Box 1910, Boston, MA 02115 or any other address that Equitable designates in written notice to the Participant. If no age has been specified in the enrollment form, the Retirement Date will be deemed the first day of the calendar month following the month the Participant attains age 65, or, if later, the Retirement Date provided under the Plan. No Retirement Date shall be earlier than the date of attainment of age 55. SECTION 1.08 DEFINITIONS RELATING TO THE GUARANTEED RATE ACCOUNT GUARANTEES: Each contribution allocated to a Participant's Guaranteed Rate Account will be assigned to one or more of a group of Guarantees, each of which will be distinguished by, (i) its Contribution Quarter, as defined below, (ii) its Duration, as defined below, and (iii) its Guarantee Rate, as defined below. CONTRIBUTION QUARTER: The Contribution Quarter for a particular Guarantee is that calendar quarter during which Participant contributions may be assigned to that Guarantee. After the expiration of the Contribution Quarter for a Guarantee, no further contributions may be assigned to that Guarantee. DURATION: The Duration for a Guarantee commences on the first day of the Contribution Quarter for that Guarantee and ends on the last day of a calendar quarter that is specified at the time the applicable Guarantee Rate (as defined below) is established, as described below. GUARANTEE RATE: The Guarantee Rate for a particular Guarantee is the effective annual rate of interest applicable throughout the Duration of that Guarantee. Equitable will establish and announce the Guarantee Rate at least 15 days prior to commencement of the Contribution Quarter. The Guarantee Rate will never be less than 3% per annum. GUARANTEE ACCRUED VALUE: A Participant's Accrued Value with respect to a particular Guarantee will be equal to the sum of that Participant's contributions assigned to that Guarantee, including transfers, plus the amount of interest credited with respect to that guarantee, minus the sum of the withdrawals made with respect to that Guarantee, including transfers and Withdrawal Charges, defined below, and any applicable Participant Service Charges, as set forth in Section 3.08. Such Accrued Value will be credited with interest daily at an annual effective rate of interest equal to the Guarantee Rate. GUARANTEE WITHDRAWAL CHARGE: Any transfers or withdrawals with respect to a Guarantee prior to the end of the Duration of that Guarantee, except for withdrawals for Participant Service Charges as set forth in Section 3.08, or for death or disability benefits as set forth in Section 3.10, or upon the election of an Annuity Benefit pursuant to Section 4.03 will be subject to a Withdrawal Charge. The Withdrawal Charge will be equal to the lesser of (i) 7% of the amount transferred or withdrawn (including the amount of such Withdrawal Charge), and (ii) the "interest attributable" to the amount transferred or withdrawn, defined as (a) times the excess of (b) over (c), where (a) is the amount transferred or withdrawn from a Guarantee divided by the Participant's Accrued Value with respect to that Guarantee; (b) is such Accrued Value; and (c) is the excess to date of (i) the Participant's Contributions, including transfers, assigned to that Guarantee over (ii) "Net Withdrawals" with respect to that Guarantee. The "Net Withdrawals" with respect to a Guarantee are the actual amounts credited to a Participant through transfers with respect to that guarantee pursuant to Section 3.05, and the actual amounts paid to a Participant through partial withdrawals with respect to that Guarantee pursuant to Section 3.06, exclusive of any withdrawal charge assessed. Withdrawals of Participant Service Charges from a Guarantee are not included in Net Withdrawals. SECTION 1.09 STATE PREMIUM TAXES The term "State Premium Taxes" means any premium tax applicable to the purchase of annuities. PART II--THE SEPARATE ACCOUNTS SECTION 2.01 SEPARATE ACCOUNTS The term "Separate Accounts" means the separate accounts maintained by Equitable, specified as available investment media on page 3, to which portions of its assets have been allocated for the Contract and certain other contracts. It is contemplated that investments in the Separate Account will, at most times, consist of the investments indicated on page 3. Equitable may, however, at its discretion invest the assets of a Separate Account in any investment permitted by applicable law. Equitable may rely conclusively on the opinion of counsel (including attorneys in its employ) as to the type of investments it is permitted by law to make. The assets of a Separate Account may be temporarily held uninvested for such periods as Equitable may determine. In lieu of making investments directly, Equitable reserves the right, subject to applicable law, to operate any Separate Account as a "unit investment trust," as defined under the Investment Company Act of 1940, or in any other form permitted by law, which invests all or part of its assets in shares or units of a fund the investment adviser of which may be Equitable or controlled by Equitable. The fund assets would be invested as provided above with respect to the Separate Account. All income and all gains and losses, whether or not realized, from assets allocated to a Separate Account will be credited to, or charged against, that Separate Account without regard to the other income, gains, or losses of the Equitable. Equitable reserves the right, subject to compliance with applicable law including approval of the Contract Holder or Participants if required, (1) to create new separate accounts, (2) to combine any two or more Separate Accounts, (3) to transfer assets determined by Equitable to be attributable to the class of contracts to which the Contract belongs from any of the Separate Accounts to another separate account by withdrawing the same percentage of each investment in that Account with appropriate adjustments to avoid odd lots and fractions, (4) to cause the registration or deregistration of a Separate Account under the Investment Company Act of 1940, (5) to operate a Separate Account under the direction of a committee, and to discharge such committee at any time, and (6) to restrict or eliminate any voting right of Participants or other persons who have voting rights as to a Separate Account. Assets of the Separate Accounts are subject to charges, to be made as described in the Net Assets provision of Section 2.02. The assets of each of the Separate Accounts are the property of Equitable; however, the portion of the assets of each Separate Account equal to the reserves and other contract liabilities with respect to such Separate Account shall not be chargeable with liabilities arising out of any other business Equitable may conduct. Equitable reserves the right to transfer assets of the Separate Account in excess of such reserves and contract liabilities to the general account of Equitable. SECTION 2.02 DEFINITIONS RELATING TO THE SEPARATE ACCOUNTS VALUATION PERIOD: The Valuation Period for Separate Account No. 301 starts from the close of trading on the New York Stock Exchange and ends at the corresponding time on the next Business Day. A Business Day for Separate Account No. 301 is any day on which the New York Stock Exchange is open for trading. The Valuation period for each Separate Account except Separate Account No. 301 starts from the close of trading on all the National Securities Exchanges on a Business Day and ends at the corresponding time on the next Business Day. A Business Day is any day on which any National Securities Exchange is open for trading. A National Securities Exchange is one that is registered as such under the Securities Exchange Act of 1934. NET ASSETS: For a Separate Account, the Net Assets equal the value of the assets in the Separate Account at the close of business of a Valuation Period, minus the sum of (1) Expenses, and (2) any amount charged against the Separate Account in such Valuation Period for taxes or for amounts set aside by Equitable as a reserve for taxes attributable to the maintenance or operation of the Separate Account. NET INVESTMENT FACTOR: For a Separate Account, the Net Investment Factor for a Valuation Period is the Net Assets at the close of business of that Valuation Period (but before giving effect to any amounts allocated or amounts withdrawn during that Valuation Period), divided by the Separate Account's Net Assets at the close of business of the preceding Valuation Period. UNIT: The Unit is a Unit used in determining the value of the interest of a Participant's Investment Account in a Separate Account while an Account for such Participant is being maintained under the Contract. UNIT VALUE: The Unit Value for each Separate Account was initially established at $10.00 in February 5, 1982. The Unit Value with respect to a Separate Account for each subsequent Valuation is the Unit Value for the immediately preceding Valuation Period multiplied by the Net Investment Factor for such subsequent Valuation Period. EXPENSES: The Expenses which may be charged to a Separate Account for a Valuation period are as follows: (1) Any amount charged against the Separate Account by Equitable during such Valuation Period to cover certain expenses incurred in the organization and operation of the Separate Account, including, but not limited to taxes, interest, brokerage fees and commissions, if any, fees of the Separate Account Committee members who are not affiliated with Equitable, Committee meeting costs, Securities and Exchange Commission fees and certain related expenses including printing of registration statements and amendments, charges relating to custody of securities, certain insurance premiums, outside auditing and legal expenses, and certain of the costs of maintaining participant services. (2) The daily charge against the Separate Account for each day in such Valuation Period for administrative expense charges, calculated on the basis of an effective annual rate of 0.25% of the value of the assets in the Separate Account. (3) The daily charge against the Separate Account for each day in such Valuation Period for investment management services, calculated on the basis of an effective annual rate stated on page 3 of the Value of the Assets then in the Separate Account. If the aggregate expenses of the Separate Account for a calendar year (including the charges described in sub-paragraphs (1), (2), and (3) of this definition but excluding interest, taxes, brokerage and, with the consent of appropriate state regulatory authorities, extraordinary expenses) should exceed a charge determined on the basis of an effective annual rate of (i) 1.0%, as to Separate Account No. 301, or (ii) 1.5%, as to Separate Account No. 302, Separate Account No. 303, and Separate Account No. 304, of the assets in such Separate Account during such calendar year, then Equitable shall reimburse the Separate Account for the excess. The value of the assets in the Separate Accounts, shall be taken at their market value, or where there is no readily available market, their fair value, as determined in accordance with accepted accounting practices, and applicable laws and regulations. PART III--PARTICIPANT'S ACCOUNT SECTION 3.01 ACCOUNTS Equitable will maintain at least one Account under the Contract for each Participant. Each such Account will contain one or more sub-accounts, hereinafter called "Investment Accounts." The Employer will designate in the Administrative Agreement the investment media to be made available for Investment Accounts for the Employer's Participants, which must include the Money Market Investment Account. Such designated Investment Accounts are as stated on page 3. Any amounts allocated to an Investment Account will either become part of the general assets of Equitable ("General Account"), which support the guarantees of the Contract and other contracts, or part of a Separate Account applicable to that Investment Account. Any amounts withdrawn from these Investment Accounts will no longer be part of the General Account or the applicable Separate Accounts. SECTION 3.02 ACCOUNT BALANCES OF INVESTMENT ACCOUNTS On any day, the Account Balance of a Participant's Investment Account, other than the Guaranteed Rate Account, will be equal to the product of the number of Units in that Investment Account on that date and the Unit Value for the applicable Separate Account for the Valuation Period which includes that date. The number of Units in such an Investment Account on any date will be equal to the sum of any Units credited to that Investment Account minus the sum of any Units charged against that Investment Account. On any Valuation Date when a designated amount is allocated to or withdrawn from such an Investment Account, the Investment Account will be credited or charged, as the case may be, with a number of Units determined by dividing the designated amount by the applicable Unit Value for the Valuation Period which includes that date. On any day, the Account Balance of a Participant's Guaranteed Rate Account will be equal to the sum of the Accrued Values, on such day, with respect to all the Guarantees to which contributions of that Participant have been allocated. On any day, a Participant's Cash Value with respect to a particular Guarantee will be equal to the Accrued Value with respect to that Guarantee minus any applicable Guarantee Withdrawal Charge, as set forth in Section 1.08. SECTION 3.03 CONTRIBUTIONS The Employer is to make contributions form time to time on such dates and in such amounts as determined by the Employer pursuant to the Participant's Salary Reduction Agreement, or, if applicable, the terms of the Plan. The Employer is to specify the Participant with respect to whom each contribution is being made and the amount to be allocated to each Investment Account as designated by the Participant. Contributions made under the Contract are subject to the following conditions: 1. Any contribution made for the Participant by any means other than through payroll deduction may be made only subject to Equitable's rules then in effect. Each contribution made other than through payroll deduction must be at least $250 or, if applicable, such greater amount as may be required by the terms of the Plan. This minimum Contribution amount will be stated on page 3. The $250 minimum Contribution requirement shall not be applicable if it would prevent the Participant from contributing up to the maximum deductible contribution allowed the Participant in the Participant's then current tax year. 2. A contribution may be made under the Contract for a Participant consisting of amounts derived from a plan of a "Tax Sheltered Annuity" meeting the requirements of Section 403(b) of the Internal Revenue Code in which the Participant had an interest. 3. Any contribution allocated to a Participant's Guaranteed Rate Account which is not made by payroll deduction must be received by Equitable during the first fifteen calendar days of the Contribution Quarter of the guarantee Period to which the allocation is assigned. That portion of any contribution received after the first such fifteen calendar days which is allocated to the Guaranteed Rate Account will be deemed a contribution made without appropriate direction and allocated in accordance with subsection 3 of Section 3.04. 4. Equitable reserves the right: (a) to refuse to accept a contribution for a Participant's taxable year if such contribution would bring the aggregate amount of contributions for such taxable year to more than the maximum amount allowed by the applicable Sections of the Code. (b) Upon the advance written request of the Participant's Employer, to establish a minimum contribution requirement with respect to contributions made by the Participant through payroll deduction by the Participant's Employer pursuant to an Administrative Agreement. (c) to change the minimum contribution requirement referred to in Subsection 1 of this Section, and (d) to change the contribution timing requirement in subsection 3 of this Section. 5. Any contribution will be deemed by Equitable to be made for the Participant's current taxable year unless the Participant specifies in writing to Equitable, subject to applicable requirements of the Internal Revenue Code and regulations thereunder, that such contribution is for the Participant's prior taxable year. SECTION 3.04 ALLOCATIONS Each Contribution made with respect to a Participant pursuant to Section 3.03 will be allocated to the Participant's Investment Accounts, subject to the following conditions: 1. The direction of the allocation of Contributions to the Participant's Investment Accounts shall be in terms of whole percentages. 2. Allocations will be made as of the date on which Equitable receives the contribution as provided in the Administrative Agreement in the case of payroll deductions or at the address shown on page 3 of the certificate to be issued to the Participant pursuant to Section 5.09 in the case of Contributions other than through payroll deductions. 3. Any Contribution made without appropriate direction as to its allocation will be allocated to the Money Market Investment Account. 4. The Participant may change the allocation of future contributions upon written notice to Equitable at the address shown on page 3 of the Certificate to be issued to the Participant pursuant to Section 5.09. Except with respect to allocations to the Guaranteed Rate Account which must be received within the first fifteen calendar days of a Contribution Quarter, if a Contribution made other than through payroll deduction accompanies the written notice, the change shall be effective as of the date of the receipt of the Contribution. Allocation changes unaccompanied by a check shall be effective as the date of the first Contribution received after Equitable's receipt of the Participant's written notice. Equitable reserves the right to limit, upon at least 90 days advance notice to the Participant, the number of such changes allowed in a calendar year, and with respect to the Guaranteed Rate Account, the timing and effective date of such allocation changes. 5. If Equitable offers more than one guarantee during a Contribution Quarter, Contributions allocated to the Participant's Guaranteed Rate Account during that Contribution Quarter will be allocated among the Guarantees receiving contributions during such Contribution Quarter in accordance with the instructions of the Participant. If contributions are received with instructions for allocation to Guarantee Period whose Durations differ from those being offered during that Contribution Quarter, the part of the Contribution which cannot be allocated in accordance with those instructions will be assigned to the Guarantee with the next shorter Duration to which Contributions are being assigned during that Contribution Quarter, or, if Contributions are not being assigned to a Guarantee with a shorter Duration than that requested, then to the Guarantee of the shortest Duration that is being offered. SECTION 3.05 TRANSFERS A Participant may transfer amounts among the Investment Accounts maintained for the Participant under the Contract, subject to the following conditions: 1. The request for the transfer must be made in writing and will be effective as of the later of the date specified in such request and the date Equitable receives such request at the address shown on page 3 of the certificate to be issued to the Participant pursuant to Section 5.09, except as set forth in subsection 4 below. Telephone transfers may also be permitted if authorized by the Participant in writing. 2. The amount so transferred will be allocated as of the date of transfer to the Investment Account, or among the Investment Accounts, selected by the Participant, except as set forth in subsection 4 below. 3. If only a part of the amount in an Investment Account is to be transferred, such transfer will be made only if the amount to be transferred is at least $250. Upon at least 90 days advance notice to the Participant, Equitable may change the dollar amount appearing in the immediately preceding sentence. 4. A transfer to the Guaranteed Rate Account from any of the other Investment Accounts may be made only during the first fifteen calendar days of a Contribution Quarter. Transfers may not be made from one Guarantee in the Guaranteed Rate Account to another. Transfers from a Guarantee in the Guaranteed Rate Account may not be made during the Contribution Quarter with respect to that guarantee, except that amounts assigned to that Guarantee from a Guarantee ending on the last day of the previous contribution Quarter may be transferred from the new Guarantee during the first fifteen calendar days of the new Contribution Quarter. Any other transfer may be made at any time. 5. Upon at least 90 days advance notice to the Participant, Equitable may limit the number of the transfers that a Participant may make in any twelve month period. 6. Transfers from the guaranteed Rate Account are subject to the Guarantee Withdrawal Charge described in Section 1.09. SECTION 3.06 PARTIAL WITHDRAWALS A Participant may elect by written notice to Equitable to make a partial withdrawal from the Participant's Investment Accounts on or before such Participant's Retirement Date. Partial withdrawals are subject to any applicable restrictions under the terms of the Plan and to Equitable's advance written consent if such withdrawal is for an amount of less than $250. If the election would result in the sum of the amounts then in the Participant's Investment Accounts being less than $10, Equitable will deem such election to be instead an election by the Participant to terminate participation under the Contract and will make the payment described in Section 3.09 in lieu of any payment under this Section unless the Participant requests that the certificate issued pursuant to Section 5.09 be permitted to remain in effect and Equitable agrees. Upon partial withdrawal, Equitable will pay to the Participant the lesser of (i) the sum of the Account Balances of his Investment Accounts other than the Guaranteed Rate Account, minus a $5 processing charge, and the Cash Value of the Guaranteed Rate Account, or (ii) the amount of partial withdrawal requested minus a $5 processing charge. Unless Equitable is otherwise directed by the Participant, the amount so paid will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's Account Balance in each such Investment Account. The $5 processing charge will be withdrawn from the investment Accounts other than the Guaranteed Rate Account. Unless otherwise directed by the Participant, withdrawals from the Guaranteed Rate Account will be made from the Guarantee with the most recent Contribution Quarter of each Duration (that is, one year, three year and so forth) represented in the Participant's Guaranteed Rate Account in the same proportion that the sum of the Accrued Values of the Participant's guarantees of each Duration bears to the Account Balance of the Participant's Guaranteed Rate Account, or, if such Accrued Values prove insufficient from the Guarantee or Guarantees with the next most recent Contribution Quarter. Notwithstanding anything to the contrary in this Section, withdrawals pursuant to this Section may not be made from a Guarantee in the Guaranteed Rate Account during its Contribution Quarter. Upon any payment to a Participant pursuant to this Section, Equitable will be released from any and all liability for payments with respect to the contributions from which the amounts so withdrawn arose. Payments to the Participant pursuant to this Section may be deferred by Equitable in accordance with the provisions of Section 5.06. SECTION 3.07 EXPIRATION OF THE GUARANTEE At the end of the Duration of a Guarantee, Equitable will assign the Accrued Value with respect to that Guarantee (i) to the guarantee of similar Duration to which contributions are being assigned during the Contribution Quarter next following, (ii) if no guarantee of similar duration is being offered, to the Guarantee with the shortest Duration being offered, or (iii) as elected by the Participant pursuant to instructions received on or before the end of the Guarantee. SECTION 3.08 PARTICIPANT SERVICE CHARGE Amount: At least once in each calendar quarter, Equitable will withdraw from each Participant's Account a Participant Service Charge for administrative expenses. The amount of such charge shall be determined by Equitable with respect to each Employer but will not be more than a maximum charge of $7.50 for each participant in each calendar quarter. The amount determined by Equitable with respect to each Employer will be based on such factors as (i) the method by which contributions are being made under the Contract (payroll deduction, direct contribution or other), (ii) the number of Participants contributing through the same payroll deduction facility or Employer, (iii) the total contributions Equitable estimates will be made pursuant to the Administrative Agreement, (iv) the nature of the Employer, (v) the extent to which, as determined by Equitable, the Employer provides services pursuant to the Administrative Agreement that Equitable would otherwise provide, (vi) any other circumstances having an impact on Equitable's administrative expenses, and (vii) whether the Participant is then receiving payments under the periodic distribution option described in Section 4.04. Each such charge will be withdrawn from the Participant's Investment Accounts in proportion to the amount the Account Balance in each Investment Account bears to the sum of the Account Balances of the Participant's Investment Accounts. Such withdrawals will reduce (i) the Participant's Accrued Values with respect to the Guarantees with the most recent Contribution Quarter of each Duration (that is, one year, three year and so forth) represented in the Participant's Guaranteed Rate Account in the same proportion that the sum of the Participant's Accrued Values with respect to the Guarantees of each Duration bears to the Account Balance of the Participant's Guaranteed Rate Account, or, if such Accrued Values prove insufficient, from the Guarantee or Guarantees with the next most recent Contribution Quarter and so on until sufficient amounts have been withdrawn, and (ii) the number of Units in the Participant's other Investment Accounts. The initial Participant Service Charge for a Participant shall be stated on page 3. Equitable reserves the right to withdraw the Participant Service Charge more or less frequently than once each calendar quarter, but the amount will never exceed $30 per annum. The Participant Service Charge is deducted first from Contributions to the Guaranteed Rate Account, including transfers from other Investment Accounts, and then from accrued interest. If contributions to the Guaranteed Rate Account are less than the applicable Participant Service Charge in any year, the total Participant Service Charge for that year will not exceed the amount of interest in excess of 3% which is credited to the Guaranteed Rate Account in the absence of a service charge. Employer Payment: Pursuant to the terms of the Administrative Agreement the employer may make a contribution of an amount equal to the Participant Service Charge then due for all the Employer's Participants covered by Equitable's TSA program. If such a Contribution is made, no withdrawal from the Participant's Account will then be made pursuant to this Section. SECTION 3.09 TERMINATION OF PARTICIPATION Subject to any applicable restrictions under the terms of the Plan, and on or before a Participant's Retirement Date, the Participant may elect by written notice to terminate participation under the Contract. Written notification must be received at the address on page 3 of the certificate to be issued to the Participant pursuant to Section 5.09. As of the date of receipt of such notice, Equitable will determine and, subject to Section 5.06, pay the Participant the Account Balances of the Participant's Investment Accounts other than the Guaranteed Rate Account, minus a $5 processing charge and the Cash Value of the Participant's Guaranteed Rate Account, less the then applicable Participant Service Charge. Equitable may elect to terminate the Participant's participation under the Contract if no contribution has been made by or on behalf of the Participant for at least three years from the date of the last contribution to the Participant's Account and if the sum of the Account Balances of the Participant's Investment Accounts does not exceed $2,000 or would, if it were then the Participant's Retirement Date, provide an Annuity Benefit of less than $20 per month. Upon so electing, Equitable will determine and, subject to Section 5.06, pay to the Participant the sum of the Account Balances of the Participant's Investment Account other than the Guaranteed Rate Account, and the Cash Value of the Participant's Guaranteed Rate Account minus the then applicable Participant Service Charge. Upon payment pursuant to this Section, Equitable will be released from any and all liability for payments with respect to the Contributions from which the sum of the amounts then in the Participant's Investment Accounts arose. SECTION 3.10 DEATH OR DISABILITY BENEFIT If a Participant dies or becomes disabled while an Account for such Participant is being maintained under the Contract, Equitable, upon receipt of due proof of such death or disability, will pay, in a single sum to the Participant or the beneficiary designated by the Participant to receive such payment, the sum of the Account Balances of the Participant's Investment Accounts as of the date of such proof is received, minus any Participant Service Charge then applicable. Due proof of such death or disability must be received by Equitable at: Equitable Retirement Products Center, P.O. Box 1910, Boston MA 02110. Payment to the Participant or the beneficiary may be deferred by Equitable in accordance with the provisions of Section 5.06. Upon any payment made pursuant to this Section, Equitable will be released from any and all liability for payment with respect to the contributions made for the Participant. SECTION 3.11 OPTIONAL MODES OF SETTLEMENT Any Participant may elect that all or any part of any amount that would otherwise be payable to the Participant's beneficiary in a single sum be paid to such beneficiary under an optional mode of settlement, subject to Equitable's rules in effect at the time of the election. The beneficiary may make such an election after the Participant's death if no such election made by the Participant is then in effect. Any payee under an optional mode of settlement elected pursuant to this Section may designate (with the right to revoke or to change such designation) a beneficiary to receive any amount that, in the absence of such designation, would be payable to such payee's executors or administrators. Any election of an optional mode of settlement may be revoked or changed by the Participant at any time before a payment is made thereunder. Any election, designation, revocation, or change shall be effective as of the date written notice thereof is filed with Equitable at the address shown on page 3. PART IV--ANNUITY BENEFITS SECTION 4.01 ANNUITY BENEFIT The term "Annuity Benefit" means a series of monthly payments with respect to a specified person or persons payable in a specified dollar amount. The term "Annuity Value" means the amount, determined on the Participant's Retirement Date, equal to the sum of the Account Balances of the Participant's Investment Accounts. The term "Amount Applied" means the portion of the Annuity Value which the Participant elects to apply toward an Annuity Benefit pursuant to Section 4.02, less any applicable State Premium Tax as determined by Equitable, less an administrative fee of $175. Each monthly payment under an Annuity Benefit under the Contract will be the amount provided pursuant to Section 4.03. The Normal Form of an Annuity Benefit under the Contract is the Full Cash Refund Annuity form which provides for equal monthly payments to the Participant beginning on the Participant's Retirement Date and ending with the last monthly payment due before the Participant's death, and, upon receipt by Equitable of due proof of the Participant's death, a single sum payment to the beneficiary designated to receive such payment of an amount equal to the excess, if any, of the Amount applied over the sum of all the annuity payments that have been paid to the Participant under the Contract. SECTION 4.02 ELECTION AND COMMENCEMENT OF ANNUITY BENEFITS As of a Participant's Retirement Date, provided such Participant is then living, the Participant's Annuity Value shall be applied to provide an Annuity Benefit on the Normal Form, unless such Participant elects as of such Retirement Date to (i) terminate participation under the Contract and receive the Cash Values of the Participant's Guaranteed Rate Account and the Account Balances of the Participant's other Investment Accounts as a single sum, (ii) have payments made under the periodic distribution option described in Section 4.40, (iii) have an Annuity Benefit provided pursuant to Section 4.03 or any other annuity form or combination of forms offered by Equitable subject to Equitable's rules then in effect, or (iv) have any combination of the three preceding options. Notwithstanding anything to the contrary in the preceding paragraph, Equitable reserves the right to pay the Participant's Annuity Value to the Participant in a single sum if less than $2,000 would be applied to provide an Annuity Benefit or less than $20 per month would be payable under the Annuity Benefit or periodic distribution option. Equitable will provide appropriate notice and election forms to a Participant [not more than six months or less than three months] before such Participant's Retirement Date. Equitable has the right to require the Participant to furnish pertinent facts and determinations before providing an Annuity Benefit, and will be fully protected in relying on such information and need not inquire as to the accuracy or completeness thereof. SECTION 4.03 AMOUNT OF ANNUITY BENEFITS If a Participant elects an Annuity Benefit, the Amount applied will be applied as of the Participant's Retirement Date to provide the Annuity Benefit. The Amount Applied shall provide the Annuity Benefit on the basis of either (i) the Table of Guaranteed Annuity Payments shown in Section 4.05, (ii) Equitable's current group annuity rates for payment of proceeds for the same class of annuitants, or (iii) Equitable's current group rates for a single consideration immediate annuity for the same class of annuitants, whichever rates would provide the largest benefit to the payee.] If current group annuity rates are used, such Participant's certificate will be replaced by an Equitable supplemental certificate. The Table of Guarantee Annuity Payment set forth the minimum amount of monthly income that $1,000 of Participant's Amount Applied will provide under the Contract on the Full Cash Refund Annuity Form. The amounts of income provided under the Annuity Benefit are based on [3% interest and the 1983 Mortality Table a and Projection Scale G] The amounts of income for ages and annuity forms not shown in the table will be calculated on the same basis. Equitable may change, by an amendment to the Contract, the monthly income amounts contained in the Table of Guaranteed Annuity Payments and the basis for determining such amounts, for new Participants, upon advance notice to the Contract Holder. SECTION 4.04 PERIODIC DISTRIBUTION OPTION The Participant may elect pursuant to Section 4.02 to receive the Account Balance of each of the Participant's Investment Accounts, other than the Guaranteed Rate Account, under the periodic distribution option. Such option, subject to the conditions set forth in the following paragraphs, provides a series of monthly installment payments over a number of whole years beginning as of the Participant's Retirement Date, or as soon thereafter as is practicable. The number of whole years will be the lesser of (i) the number of whole years designated by the Participant before the Participant's Retirement Date and (ii) the number of years equal to the greater of the life expectancy of the Participant, and the joint and last survivor expectancy of the Participant and the Participant's spouse as of the Participant's Retirement Date, rounded to the next lower year. Conditions: 1. No payments may be made under the periodic distribution option from the Guaranteed Rate Account, and no amounts may be retained in the Guaranteed Rate Account while payments are being made under the periodic distribution option. 2. The monthly amount of installment payments shall be computed by Equitable monthly, beginning on the date as of which monthly installment payments commence and, thereafter, as of the first day of each succeeding month. The amount of each such monthly installment payment shall be determined by dividing the sum of the Account Balances of the Participant's Investment Accounts as of the first day of each such month by the number of months then remaining under the periodic distribution option, less a monthly transaction charge of $1.50 which will be deducted from the payment. 3. Each monthly installment payment before deduction of the $1.50 transaction charge will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each such Investment Account immediately before such payment is made. 4. The Participant Service Charge will continue to be withdrawn from the Participant's Account in accordance with Section 3.08; during the last whole year of installment payments such charge shall be deducted as necessary from the last monthly installment payments made. 5. While monthly installment payments are being made, (a) the participant may transfer amounts among the Investment Accounts other than the Guaranteed Rate Account maintained for the Participant pursuant to Section 3.01, but (b) no Contributions may be made for or by the Participant. 6. The Participant may elect by advance written notice to have Equitable cease making monthly installment payments and instead pay in a single sum to the participant the sum of the Account Balances of the Participant's Investment Accounts minus a $5 processing charge. Upon making such payment Equitable will be released from any and all liability for payments with respect to the Contributions made for the Participant from which the payment arose. 7. No monthly installment payment shall be of an amount greater than the sum of the Account Balances of the Participant's Investment Accounts immediately before the due date of such payment. 8. If the Participant dies while monthly installment payments are being made, a single sum death benefit will be paid to the participant's beneficiary pursuant to Section 3.10. Upon payment of such death benefit, Equitable will be released from any and all liability for payments with respect to the Contributions made for the participant from which the death benefit payment arose. SECTION 4.05 PAYMENT OF BENEFITS Evidence of each payee's survival must be furnished to Equitable either by personal endorsement of the check drawn for payment or by other means satisfactory to Equitable. If a benefit payable under the Contract was based on information about the Participant's age or identity that is subsequently found to be incorrect, such benefit will not be invalidated, but an adjustment on the basis of the correct information will be made in the amount of the benefit payments, or any amount used to provide the benefit, or any combination thereof. Such adjustment, with interest at the rate of 6% per year, will be added to any payments thereafter falling due under the Contract with respect to the payee. The liability of Equitable with respect to a payee is limited to the correct information and the actual amounts used to provide the benefits then in force with respect to the payee under the contract. With respect to any other statements required as a condition of issuing a certificate to a Participant pursuant to Section 5.09, except statements relating to the disability benefit in Section 3.10, the certificate shall be incontestable after it has been in force during the lifetime of the participant for two years. If Equitable receives evidence satisfactory to it that (i) a payee entitled to receive any payment under the contract is physically or mentally incompetent to receive such payment or is a minor, (ii) another person or an institution is then maintaining or has custody of such payee, and (iii) no guardian, committee, or other representative of the estate of such payee has been appointed, Equitable may make the payments (in the case of a minor, in an amount not exceeding $50 a month) to such other person or institution, and will thereupon be fully discharged from all liability with respect thereto. If an annuity form made available by Equitable provides for payment for a period certain, such as 120 or 180 months, and thereafter during the remaining lifetime of one person, or of at least one of two persons, a payee for payments thereunder may elect, without the concurrence of any other person, to receive the commuted value of any remaining payments, provided no person upon whose life the income depends is surviving. Upon election by a Participant pursuant to Section 4.02 of an annuity form providing payments for a period certain, such Participant may designate (with the right to change such designation) a person or persons to receive any payments that may become due after the death of the person or persons upon whose life or lives the income may depend. Payments under annuity forms with life contingencies terminate with the last payment due before the death of the person or persons upon whose life the income depends or the end of the certain period, whichever is later. Equitable will require satisfactory evidence of the age of any person up whose life an annuity form depends. TABLE OF GUARANTEED ANNUITY PAYMENTS (Based on Age Nearest Birthday on Due Date of First Payment) Annuity Benefit Payable On The Full Cash Refund Annuity Form (Minimum Monthly Income per $1000 of Amount Applied)
AGE ANNUITY BENEFIT - ----- --------------- 60 4.18 61 4.26 62 4.34 63 4.43 64 4.52 65 4.62 66 4.73 67 4.83 68 4.95 69 5.07 70 5.20
Amounts applicable for ages or for annuity forms not shown will be calculated by Equitable on the same actuarial basis. PART V--GENERAL PROVISIONS SECTION 5.01 CONTRACT The Contract constitutes the entire contract between the parties and the provisions of the Contract alone will govern with respect to the rights and obligations of Equitable. The provisions of the Contract will be applied separately with respect to each Participant. Nothing in the enrollment form referred to in Section 1.05, the administrative agreement referred to Section 1.06, the trust agreement referred to in Section 5.08 nor any modification, amendment, or supplement to any such documents will in any way be construed to enlarge, change, vary or in any other way affect the obligations of Equitable as expressly provided in the Contract. The Contract may not be modified as to Equitable, nor may any of Equitable's rights or requirements be waived, except in writing and by an authorized officer of Equitable. The Contract may be changed by amendment or replacement upon agreement between the Contract Holder and Equitable without the consent of any other person provided that such change does not reduce any Cash Value, Account Balance, Annuity Value, or Annuity Benefit provided before such change and provided that no rights, privileges or benefits which have accrued to any Participant under the Contract may be reduced or forfeited except by the express consent of such Participant. SECTION 5.02 STATUTORY COMPLIANCE Equitable reserves the right to amend the Contract without the consent of any other person in order to comply with applicable laws and regulations. Such right shall include, but shall not be limited to, the right to conform the Contract and any certificate to reflect changes in the Internal Revenue Code, or in regulations or published rulings of the Internal Revenue Service, so that each such certificate will continue to be an Annuity covered under Section 72 of the Internal Revenue Code. Any Annuity Benefit, Accrued Values, Account Balance or death or disability benefit available under a certificate issued pursuant to the Contract shall not be less than the minimum benefits required by any statute of the state in which the certificate is delivered. SECTION 5.03 ASSIGNMENTS AND NON-TRANSFERABILITY The entire interest of any Participant under the Contract is nonforfeitable. No interest of a Participant under the Contract may be sold, assigned, discounted, or pledged as collateral for a loan or as security for the performance of an obligation or for any other purpose to any person other than Equitable. No amount payable under the Contract may be assigned or encumbered by the payee and, to the extent permitted by law, no such amount will in any way be subject to any claim against such payee. SECTION 5.04 BENEFICIARY Each Participant, as of such Participant's Enrollment Date, is to provide Equitable with an initial designation of a beneficiary or beneficiaries entitled to receive any payment with respect to such participant becoming due under the Contract after the death of the Participant. The Participant may change such designation from time to time. Any such designation or change will be made by written notice on a form satisfactory to Equitable. A change will, upon receipt at a designated Equitable Office, take effect as of the time the written notice was signed, whether or not the Participant is living on the date of receipt, but without further liability as to any payment or other settlement made by Equitable before receipt of such change. Unless otherwise specified in the designation, if a Participant has designated two or more persons as beneficiary, the beneficiary will be the designated person or persons who survive the Participant, and if more than one survive they will share equally. If upon the death of a person there is no designated beneficiary then living entitled to receive any single sum payment or any remaining periodic payments then becoming due to a beneficiary with respect to a Participant, Equitable shall pay such single sum payment or the commuted values of such periodic payments to the first surviving class of the following classes of successive preference beneficiaries: (a) the Participant's surviving spouse, (b) the Participant's surviving children, (c) the executors or administrators of the person upon whose death the payment becomes due. Any commuted value shall be determined on the basis of compound interest at the rate determined by Equitable as consistent with the actuarial basis used in providing the annuity benefits. If the Participant so elects in writing, any amount that would otherwise be payable to the beneficiary in a single sum may be applied to provide an Annuity Benefit, on the form of annuity elected by the Participant with respect to the beneficiary, subject to Equitable's rules then in effect. If at the death of a Participant there is no election in effect to apply the Death Benefit to provide an Annuity Benefit, the beneficiary may make such an election. SECTION 5.05 FUTURE PARTICIPANTS Equitable reserves the right at its sole discretion to curtail or prohibit further enrollment as Participants under the Contract of any individuals who are not currently participating under the Contract as of such date of curtailment or prohibition. SECTION 5.06 DEFERMENT Except as provided in this Section, payments by Equitable from the Participant's Account pursuant to the provisions of Section 3.06, 3.09, and Section 3.10 will be made within seven days after receipt of a written request for such surrender or withdrawal, or receipt of due proof of death or disability of the Participant. During any period when (i) the sale of securities or the determination of the Unit Value is not reasonably practicable because an emergency, defined by the Securities and Exchange Commission, exists, or the New York Stock Exchange is closed or trading on such Exchange is restricted, or (ii) the Securities and Exchange Commission may by order permit postponement for the protection of persons having interests in a Separate Account, equitable reserves the right: (a) to defer payment of the Account Balance of a Participant's Investment Account other than the Guaranteed Rate Account; (b) to defer payment of any portion of a death or disability benefit arising from an amount in a Participant's Investment Accounts other than the Guaranteed Rate Account, or (c) in the event of (a) above, to defer application of such amounts to provide any Annuity Benefit permitted under the Contract. Payments by Equitable from the Guaranteed Rate Account pursuant to Section 3.06, Section 3.09 or Section 3.10 or any commuted payments arising from an annuity pursuant to Section 4.05 may be deferred for up to six months after receipt of a written request for such withdrawal or termination, receipt of due proof of disability or death of the Participant, or receipt of due documentation for such commutation. Interest at the applicable Guarantee Rate for the amount withdrawn will be allowed on any payment deferred for 30 days or more. SECTION 5.07 ANNUAL NOTICE As soon as practicable after the end of each calendar year Equitable, provided an Account is being maintained for the Participant at the end of such calendar year, will furnish the Participant with a notice showing as of a specified recent date (1) the total number of Units credited to each Investment Account other than the Guaranteed Rate Account, (2) the Unit Value of such Investment Accounts, (3) the Account Balance of each Investment Account, (4) the sum of the Account Balances of each Investment Account, and (5) the Cash Value of the Guaranteed Rate Account. SECTION 5.08 CONTRACT HOLDER RESPONSIBILITY The sole responsibility of the Contract Holder is to serve as party to the Contract. The Contract Holder will have no responsibility for the administration of any plan, for payments to the Accounts, for any payments, distributions or duties thereunder. Equitable will deal with the Contract Holder in accordance with the terms and conditions of the trust agreement pursuant to which the Contract Holder agreed to act as such and with the Contract and in such manner as the Contract Holder and Equitable may agree without the consent of any other person. SECTION 5.09 CERTIFICATE Equitable will issue to each Participant an individual certificate setting forth a statement in substance of the benefits to which such Participant is entitled under the Contract. Nothing in the Contract will invalidate or impair any rights granted to a Participant in such certificates or under the New York Insurance Law. SECTION 5.10 DISQUALIFICATION In the event that an annuity purchased hereunder with respect to a Participant fails to qualify as an Annuity as described in Section 1.04, Equitable shall have the right, upon receiving notice of such fact before the Retirement Date, to terminate participation with respect to such Participant under the Contract and pay to that Participant the sum of the Cash Values of the Participant's Guaranteed Rate Account and the Account Balances of the Participant's other Investment Accounts less a deduction for any applicable Participant Service Charge and for the appropriate part attributable to such Participant of any Federal income tax payable by Equitable which would not have been payable if such participant had not had any annuity under the Contract. SECTION 5.11 PARTICIPATION IN SURPLUS The Contract and all other contracts in the same class of contracts shall be combined for the purpose of ascertaining the annual surplus of Equitable to be apportioned among such contracts as a dividend. Equitable shall determine the portion of such dividend to be allocated to the Contract; however, the amount thereof is expected to be minimal. Any amount allocated to the Contract shall be payable as of January 1 of the calendar year in which a dividend is apportioned. Dividends will be payable to the Participant's Account and allocated in accordance with the Account Balances in the Guaranteed Rate Accounts maintained for Participants under this Contract. Dividends will be assigned to the Guarantee of the shortest Duration to which contributions are being assigned during the Contribution Quarter when the dividend is paid. EX-4.(B)(2) 11 CERTIFICATE AMENDMENT Exhibit 4(b)(2) THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Effective as of the later of the date specified below or your Enrollment Date, we have amended the Certificate issued under Group Annuity Contract AC 5904 as follows: 1. The first page is hereby amended as follows: A. Effective as of May 1, 1987, the first and second agreements are hereby amended to read as follows: "To allocate the contributions made on the Participant's behalf under the Contract to the Account or Accounts maintained for such Participant; To apply the amounts the Participant has in his Investment Accounts to provide an annuity, periodic distribution or cash value benefit at the Participant's Retirement Date; and" APPROVED STATE OF NEW YORK JUN 30 1987 /s/ --------------------------- SUPERINTENDENT OF INSURANCE PF 94,178 -2- B. Effective as of May 1, 1987, the provision entitled "Ten Days to Review" is hereby amended to read as follows: "The Participant may end participation under the Contract and cancel this certificate by mailing it to Equitable (at the address shown on page 3) within ten days after receipt. If the Participant does this, Equitable will refund any contribution made under the Contract on the Participant's behalf, or, if greater, with respect to contributions to the Investment Divisions of the Separate Account, the Participant's Account Balances in those Investment Divisions on the date the cancelled certificate is received by Equitable." C. Effective as of May 1, 1987, the last paragraph is hereby amended to read as follows: "ASSETS HELD IN CONNECTION WITH THE CONTRACT MAY BE HELD IN ONE OR MORE INVESTMENT DIVISIONS OF THE SEPARATE ACCOUNT MAINTAINED BY EQUITABLE AND MAY INCREASE OR DECREASE IN VALUE AS DESCRIBED IN THE CONTRACT." -3- 2. Effective as of May 1, 1987, the Table of Contents is hereby amended by deleting the reference to "The Separate Account" and substituting reference to "The Separate Account and Its Investment Divisions." 3. On page 3, the following amendments are made: A. Effective as of May 1, 1987, the Equitable office address is hereby amended to read as follows: "The Equitable Life Assurance Society P.O. Box 182093 Columbus, Ohio 43218" B. Effective as of May 1, 1987, the Section entitled "Available Investment Accounts" is hereby amended to read as follows:
APPLICABLE INVESTMENT INVESTMENT ACCOUNTS MEDIUM ("GENERAL ACCOUNT") - --------------------------- ------------------------------ Guaranteed Rate Account General Account
-4-
APPLICABLE INVESTMENT MEDIUM ("INVESTMENT INVESTMENT ACCOUNTS DIVISION") - --------------------------------------- ------------------------- Money Market Investment Account Money Market Division Stock Investment Account Stock Division Bond Investment Account Bond Division Balanced Investment Account Balanced Division Aggressive Stock Investment Account Aggressive Division High Yield Investment Account High Yield Division Global Investment Account Global Division
Assets of the Investment Divisions are subject to charges, to be made as described in Section 2.02. The underlying investment policy of the corresponding fund ("Fund") of the Harmony Investment Trust ("Trust") in which the Investment Division holds shares, is as described in the prospectus and the statement of additional information for the Trust, as amended from time to time. -5- 4. Effective as of January 1, 1987, Section 1.01 entitled "Employer" is hereby amended to read as follows: "The term "Employer" means (i) an educational organization employing a regular faculty which is a State, a political division of a State, or an agency or instrumentality of any one or more of the foregoing (within the meaning of Section 170(b)(1)(A)(ii) of the Code), and (ii) an organization described in Section 501(c)(3) of the Code which is exempt from Federal income tax under Section 501(a) of the Code." 5. Effective as of January 1, 1987, Section 1.02 entitled "Plan" is hereby amended to read as follows: "The term "Plan" means a program established by an Employer for the purchase of Annuities on behalf of employees under the Contract, which program is not exempt under 29 CFR Section 2510.3-2(f) and is therefore an "employee pension benefit plan" subject to the -6- requirements of Title I of the Employee Retirement Income Security Act of 1974, as amended from time to time." 6. Effective as of January 1, 1987, in Section 1.05 entitled "Participant" the following sentence is hereby added at the end thereof: "An Annuity is purchased for a person enrolled under the Contract when we receive an initial contribution from the Employer." 7. In Section 1.07 entitled "Retirement Date" the following amendments are made: A. Effective as of May 1, 1987, the last sentence of the first paragraph is hereby amended to read as follows: "Any election for such change must be made in writing by the Participant and shall not take effect until received by Equitable at: The Equitable Life Assurance Society, P.O. Box 182093, Columbus, Ohio 43218, or -7- any other address that Equitable designates in written notice to the Participant." B. Effective as of January 1, 1986, the second paragraph is hereby amended to read as follows: "If no age has been specified in the enrollment form, the Retirement Date will be deemed to be the first day of the calendar month following the month the Participant attains age 65. No Retirement Date shall be earlier than (i) for distributions made on or before December 31, 1988, the date of the Participant's attainment of age 55 or (ii) for distributions made on or after January 1, 1989, the date of the Participant's attainment of age 59 years and 6 months. No Retirement Date shall be later than (i) for benefits accrued on or before December 31, 1986, the later of the Participant's Retirement Date under the terms of the Plan or the Participant's 75th birthday, and (ii) for benefits accrued on or after January 1, 1987, the first day of April following the calendar year in which the Participant attains -8- the age of 70 years and 6 months; provided, however, that if distributions commence on or after January 1, 1987 and before January 1, 1989, a Participant's Retirement Date shall be the later of the Participant's Retirement Date under the terms of the Plan or the first day of April following the calendar year in which the Participant attains the age of 70 years and 6 months." 8. Effective as of May 1, 1987, Part I entitled "Definitions" is hereby amended by adding the following Sections at the end thereof: "SECTION 1.10 CODE The term "Code" means the Internal Revenue Code of 1986, as it may be amended from time to time. SECTION 1.11. REORGANIZATION DATE The term "Reorganization Date" means May 1, 1987." -9- 9. Effective as of May 1, 1987, Part II entitled "The Separate Accounts" as hereby amended to read as follows: "PART II -- THE SEPARATE ACCOUNT AND ITS INVESTMENT DIVISIONS SECTION 2.01 THE SEPARATE ACCOUNT AND ITS INVESTMENT DIVISIONS The term "Separate Account" means the Separate Account No. 301 established by Equitable and maintained under the laws of the State of New York. Realized and unrealized gains and losses from the assets of the Separate Account are credited or charged against it without regard to other income, gains or losses of Equitable. Assets are put in the Separate Account to support the certificates issued under the Contract and other variable annuity contracts and certificates. Assets may be put in the Separate Account for other purposes, but not to support contracts, policies or other agreements which are not variable in form. -10- On the Reorganization Date, Equitable exercised its rights under the Contract and the certificates to operate Separate Account Nos. 301, 302, 303 and 304 (collectively, the "Predecessor Separate Accounts") as a unit investment trust under the Investment Company Act of 1940. As a result, the Predecessor Separate Accounts have been combined with and into the Separate Account. The Separate Account now operates in unit investment form and consists of Investment Divisions, as specified on page 3. Each of the Investment Divisions may invest its assets in a separate class of shares of a designated investment company in which each class represents a separate portfolio in the investment company. The Investment Divisions available on the Reorganization Date were the Money Market Division, the Stock Division, the Bond Division, the Balanced Division, the Aggressive Stock Division, the High Yield Division and the Global Division. -11- On the Reorganization Date, the investment assets and liabilities of the Predecessor Separate Accounts were transferred to the Separate Account which transferred its investment assets and liabilities to the corresponding funds of the Trust. The transfer to the Funds did not change the Participant's existing Account Balances on the date of transfer. As of the Reorganization Date, the Money Market Division holds shares of the Money Market Fund, the Stock Division holds shares of the Common Stock Fund, the Bond Division holds shares of the Bond Fund and the Balanced Division holds shares of the Balanced Fund. Subsequent to the Reorganization Date, the Aggressive Division will hold shares of the Aggressive Fund, the High Yield Division will hold shares of the High Yield Fund and the Global Division will hold shares of the Global Fund. The assets of the Separate Account are the property of Equitable. The portion of assets in the Separate Account equal to the reserves and other contract liabilities with respect to -12- the Separate Account will not be chargeable with liabilities arising out of any other business conducted by Equitable. Equitable reserves the right to transfer assets of an Investment Division in excess of the reserves and other liabilities with respect to that Investment Division to another Investment Division or to the general assets of Equitable ("General Account"), which supports the guarantees of the Contract and other contracts. Equitable may, at its discretion, make other Investment Divisions available to Participants. Equitable will provide Participants with written notice of all material details covering investment objectives and all charges, which may include expenses and fees, if any, incurred by the investment company. Equitable reserves the right, subject to compliance with applicable law, including approval of the Contract Holder or Participants, if required, (1) to cause the registration or deregistration of the Separate -13- Account under the Investment Company Act of 1940, (2) to operate the Separate Account under the direction of a committee and to discharge such committee at any time, (3) to restrict or eliminate any voting rights of Participants or other persons who have voting rights as to the Separate Account, (4) to add, change or remove the designated investment company, (5) to add, change or remove Investment Divisions, (6) to combine any two or more Investment Divisions, (7) to transfer assets from any one of the Investment Divisions to another Investment Division, and (8) to operate the Separate Account or one or more of the Investment Divisions by making direct investments or in any other form Equitable in its sole discretion determines. The term "Investment Division" refers to any other Investment Division in which the assets of a class of certificates to which the Contract belongs are placed. Equitable may, however, at its discretion, invest the assets of the Separate Account or one or more of the Investment Divisions in any investment permitted by applicable law. -14- Equitable may rely conclusively on the opinion of counsel (including attorneys in its employ) as to what investments it is permitted by law to make. In addition, unless otherwise required by law or regulation, an investment adviser or any investment policy may not be changed without the consent of Equitable. If any of the above changes result in a material change in the underlying investments of an Investment Division of the Separate Account, Equitable will notify the Participant of such change. If the Participant has value in that Investment Division, the Participant may request Equitable in writing to transfer that value from that Investment Division (without charge) to another Investment Division of the Separate Account, and may additionally change the allocation percentages applicable to future Contributions made for him or her. Equitable will value the assets of each Investment Division on each Business Day, in -15- accordance with the provisions of Section 2.02. SECTION 2.02 DEFINITIONS RELATING TO THE INVESTMENT DIVISIONS. VALUATION PERIOD. For an Investment Division, the "Valuation Period" starts at the end of each Business Day and ends at the corresponding time on the next Business Day, and includes any non-business day or consecutive non-business days immediately preceding such Business Day. A "Business Day" is each weekday, excluding business holidays or other days on which changes in the value of securities held by the Separate Account (or any Investment Division) will not materially affect a Participant's value in the Separate Account (or such Investment Division). NET ASSETS: For an Investment Division, the "Net Assets" equal the value of the assets in the Investment Division at the close of business of a Valuation Period, minus the sum of (1) Expenses, and (2) any amount charged against the Investment Division in such -16- Valuation Period for taxes or for amounts set aside by Equitable as a reserve for taxes attributable to the maintenance or operation of the Investment Division. The net asset value of a designated investment company's shares held in each Investment Division shall be the value reported to Equitable by such investment company. NET INVESTMENT FACTOR. For an Investment Division, the "Net Investment Factor" for a Valuation Period is (1) the Net Assets at the close of business of that Valuation Period, prior to giving effect to any amounts allocated to or withdrawn from the Investment Division during that Valuation Period, divided by (2) the Investment Division's Net Assets at the close of business of the preceding Valuation Period. UNIT. The "Unit" is a unit used in determining the value of a Participant's interest in an Investment Division for the -17- period during which the Participant has contributions allocated to such Investment Division. UNIT VALUE. The "Unit Value" for each Investment Division on the first day contributions are allocated to the Separate Account will be equal to the Unit Value of the corresponding Predecessor Separate Account for the preceding Valuation Period multiplied by the Net Investment Factor applicable to such Investment Division. The Unit Value for each Investment Division for which there is no Predecessor Separate Account will be equal to $10.00 on the first day contributions are allocated to such Investment Division. The Unit Value for each subsequent Valuation Period with respect to an Investment Division is the Unit Value for the immediately preceding Valuation Period multiplied by the Net Investment Factor for such subsequent Valuation Period. -18- EXPENSES: For a Valuation Period, the Expenses which may be charged to an Investment Division are as follows: (1) Any amount charged against the Investment Division by Equitable during such Valuation Period to cover certain expenses incurred in the operation of the Separate Account and the Investment Divisions, including, but not limited to, taxes, interest, Securities and Exchange Commission charges and certain related expenses including printing of registration statements and amendments, outside auditing and legal expenses and certain costs of maintaining participant services, including recordkeeping services. (2) The daily charge against the Investment Division for each day in such Valuation Period for administrative expense charges, calculated on the basis of an effective annual rate of 0.25% of the -19- value of the assets in the Investment Division. If the aggregate expenses of an Investment Division for a calendar year (including the charges described in sub-paragraphs (1) and (2) of this definition and investment advisory fees of the Trust ("Investment Advisory Fee") and certain other expenses attributable to the assets of the Investment Division invested in a corresponding Fund of the Trust, but excluding interest, taxes, brokerage and, with the consent of appropriate state regulatory authorities, extraordinary expenses) exceed a charge determined on the basis of an effective annual rate of (i) 1.0% of the value of the Money Market Division's average daily Net Assets in such Investment Division during such calendar year, or (ii) 1.5% of the value of the Stock Division, the Bond Division or the Balanced Division's average daily Net Assets in such Investment Division during such calendar -20- year, then Equitable shall reimburse such Investment Division for the excess charged to such Investment Division. Notwithstanding anything to the contrary, if a Participant's Enrollment Date is prior to the Reorganization Date, the Investment Advisory Fee chargeable to such Participant's proportionate Account Balances invested in the corresponding Fund on each day in such Valuation Period, shall not exceed a charge, determined on the basis of an effective annual rate of (i) as to the Money Market Fund and the Bond Fund, 0.35% of the first $250 million, 0.325% of the next $250 million and 0.30% of the amount in excess of $500 million of the value of the assets of the Separate Account then invested in such Fund, and (ii) as to the Common Stock Fund and the Balanced Fund, 0.50% of the first $250 million, 0.45% of the next $250 million and 0.40% of the amount in excess of $500 million of the -21- value of the assets of the Separate Account then invested in such Fund." 10. In Section 3.01 entitled "Accounts" the following amendments are made: A. Effective as of May 1, 1987, the last sentence of the first paragraph is hereby amended to read as follows: "Any amounts allocated to an Investment Account will either become part of the General Account or part of an Investment Division of the Separate Account applicable to that Investment Account, as specified on page 3."l B. Effective as of May 1, 1987, the last paragraph is hereby amended to read as follows: "Any amounts withdrawn from an Investment Account will no longer be part of the General Account or the applicable -22- Investment Division." 11. Effective as of May 1, 1987, in Section 3.02 entitled "Account Balances of Investment Accounts" the first sentence is hereby amended by deleting the term "Separate Account" and by substituting the term "Investment Division". 12. Effective as of May 1, 1987, Section 3.04 entitled "Allocations" is hereby amended by adding the following new condition at the end thereof: "6. For individuals who are Participants on the Reorganization Date, allocations of contributions made after the Reorganization Date will be on the basis of the allocation percentages in effect immediately before the Reorganization Date unless changed by such Participant in accordance with the foregoing provisions of this Section. Accordingly, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 301 will be allocated to the Money Market Division, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 302 will be allocated to the Stock Division, contributions which would otherwise have been -23- allocated to the Predecessor Separate Account No. 303 will be allocated to the Bond Division, and contributions which would otherwise have been allocated to the Predecessor Separate Account No. 304 will be allocated to the Balanced Division. Contributions which were allocated to the Participant's General Rate Account will continue to be allocated to the General Rate Account." 13. Effective as of May 1, 1987, Section 3.10 entitled "Death or Disability Benefit" the last sentence in the first paragraph is amended to read as follows: "Due proof of such death or disability must be received by Equitable at: The Equitable Life Assurance Society, P.O. Box 182093, Columbus, Ohio 43218, or any other address Equitable designates in written notice to the Participant." -24- 14. Effective as of January 1, 1985, in Section 3.11 entitled "Optional Modes of Settlement" the first paragragh is hereby amended to read as follows: "Any Participant may elect that all or any part of any amount that would otherwise be payable to the Participant's designated beneficiary in a single sum be paid to such beneficiary under an optional mode of settlement, subject to the provisions of Section 4.06 and to Equitable's rules in effect at the time of election. A beneficiary may make such an election after the Participant's death if no such election made by the Participant is then in effect." 15. Effective as of May 1, 1987, in Section 4.01 entitled "Annuity Benefit" the second paragraph is hereby amended to read as follows: "The term "Annuity Value" means the amount, determined on the Participant's Retirement Date, equal to the sum of the Account -25- Balances of the Participant's Investment Accounts and the Cash Value of the Participant's Guaranteed Rate Account." 16. Effective as of January 1, 1985, in Section 4.04 entitled "Periodic Distribution Option" the first paragraph is hereby amended to read as follows: "The Participant may elect pursuant to Section 4.02 to receive the Account Balance of each of the Participant's Investment Accounts other than the Guaranteed Rate Account under the periodic distribution option. Such option, subject to the conditions set forth in the following paragraph, provides a series of monthly installment payments over a number of whole years beginning as of the Participant's Retirement Date, such number of whole years being the lesser of (i) the number of whole years designated by the Participant before the Participant's Retirement Date and (ii) the number of years equal to the greater of the life expectancy of the Participant and the -26- joint and last survivor life expectancy of the Participant and the Participant's designated beneficiary as of the Participant's Retirement Date, rounded to the next lower whole year. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the Participant or the joint and last survivor life expectancy of the Participant and his spouse may be recalculated once each year. The life expectancy of a beneficiary other than the Participant's spouse may not be recalculated after distribution has commenced." 17. Effective as of January 1, 1986, Part IV entitled "Annuity Benefits" is hereby amended by adding the following new Section at the end thereof: "4.07 POST 1985 REQUIRED DISTRIBUTIONS For benefits which have accrued on or after January 1, 1986, notwithstanding any other provision in the Contract to the contrary, -27- with regard to any form of benefit elected in accordance with Section 4.02, if the Participant dies before the entire interest is distributed, the following distribution provisions shall apply: (a) If the Participant dies after distribution of his interest in the Accounts has commenced, the remaining portion of such interest will continue to be distributed at least as rapidly as under the method of distribution being used prior to the Participant's death. If a distribution for a period certain in accordance with Section 4.04 had commenced prior to the Participant's death, then the distribution shall be made to the Participant's beneficiary, limited in accordance with the option selected. (b) If the Participant dies before distribution of his interest in the Accounts commences, the Participant's entire interest will be -28- distributed in accordance with one of the following three provisions: (1) The Participant's entire interest will be paid within 5 years after the date of the Participant's death. (2) If the Participant's interest is payable to a beneficiary designated by the Participant and the Participant has not elected (1) above, then the entire interest will be distributed in substantially equal installments over the life or life expectancy of the designated beneficiary commencing no later than one year after the date of the Participant's death. The designated beneficiary may elect at any time to receive greater payments. (3) If the designated beneficiary of the Participant is the Participant's surviving spouse, the -29- spouse may elect within the 1 year period commencing with the Participant's date of death to receive equal or substantially equal payments over the life or life expectancy of the surviving spouse commencing on any date prior to the date on which the deceased Participant would have attained the age of 70 years and 6 months. The surviving spouse may accelerate these payments at any time, by either increasing the frequency or amount of such payments. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the surviving spouse may be recalculated once each year. The life expectancy of a beneficiary other than the surviving spouse will be determined at the time payment first commences and payments for any 12-consecutive month period will be based on such life expectancy minus the number of whole years passed since -30- distribution first commenced. The life expectancy of a beneficiary other than the surviving spouse may not be recalculated after distribution has commenced. (c) For purposes of this requirement, any amount paid to a child of the Participant will be treated as if it had been paid to the Participant's surviving spouse if the remainder of the interest becomes payable to the surviving spouse when the child reaches the age of majority." 18. Effective as of January 1, 1985, in Section 5.04 entitled "Beneficiary" the fifth paragraph is hereby amended to read as follows: "If the Participant so elects in writing, any amount that would otherwise be payable to the beneficiary in a single sum may be applied to provide an Annuity Benefit, on the form of annuity elected by the Participant with respect to the beneficiary, subject to the provisions of Section 4.06 and to Equitable's rules then in effect. If at the death of a -31- Participant there is no election in effect to apply the Death Benefit to provide an Annuity Benefit, the beneficiary may make such an election subject to the provisions of Section 4.05 and Equitable's rules then in effect." EX-4.(C)(1) 12 AMENDMENT NO. PF 94,189 TO GROUP ANNUITY CONTRACT AC 5904 THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Effective as of January 1, 1989, we have amended Group Annuity Contract AC 5904 as follows: 1. SECTION 1.03 SALARY REDUCTION AGREEMENT is replaced by the following: SECTION 1.03 SALARY REDUCTION AGREEMENT The term "Salary Reduction Agreement" means (i) an agreement between an Employer and an employee of the Employer to the meaning of Section 1.403(b)-1(b)(3) of the Federal income tax regulations, under which the employee agrees to accept a reduction in salary or to forego an increase in salary and to have such amounts applied under the contract for the employee's behalf or (ii) any program or arrangement (other than by use of agreements described above) pursuant to which an Employer makes contributions to the purchase of annuity meeting the requirements of Section 403(b) of the Code. 2. SECTION 1.04 ANNUITY is replaced by the following: SECTION 1.04 ANNUITY The term "Annuity" means an annuity purchased in accordance with the terms of a Salary Reduction Agreement, Plan or program, which annuity meets the requirements of Section 403(b) of the Code. 3. SECTION 1.05 PARTICIPANT is replaced by the following: SECTION 1.05 PARTICIPANT The term "Participant" means a person who has been enrolled by the Equitable under the Contract through an Administrative Agreement and for whom the Employer has purchased an annuity under the Contract. An Annuity is purchased for a person earlier under the Contract when we receive an initial Contribution from the Employer. 4. SECTION 1.06 ADMINISTRATIVE AGREEMENT is replaced by the following: SECTION 1.06 ADMINISTRATIVE AGREEMENT The term "Administrative Agreement" means a written understanding between the Employer and Equitable which, among other things, may describe, (i) procedures for facilitating the enrollment of Participants under the Contract. (ii) procedures pursuant to which Contributions may be made under the Contract on behalf of Participants. (iii) procedures for facilitating the communication to Particpiants of information prepared by Equitable concerning the Contract and enrollment and contributions thereunder, and (iv) The extent to which the Employer will perform any services in connection with the Contract which would otherwise be performed by Equitable. 5. With respect to SECTION 1.08 DEFINITIONS RELATING TO THE GUARANTEED RATE ACCOUNT, the terms "contribution" and "contributions" are replaced by "Contribution" and "Contributions", respectively. 6. With respect to SECTION 1.08 DEFINITIONS RELATING TO THE GUARANTEED RATE ACCOUNT, the term "Guarantee Accrued Value" is replaced by "Accrued Value". 7. With respect to SECTION 1.08 DEFINITIONS RELATING TO THE GUARANTEED RATE ACCOUNT, the paragraph entitled "ACCRUED VALUE" is replaced by the following: ACCRUED VALUE: A Participant's Accrued Value with respect to a particular Guarantee will be equal to the sum of that Participant's Contributions assigned to that Guarantee, including transfers, plus the amount of interest credited to that Guarantee, including transfers, plus the amount of interest credited with respect to that Guarantee, minus the sum of the withdrawals made with respect to that Guarantee, including transfers and Withdrawal Charges, defined below, and any applicable Participant Service Charges, as set forth in Section 3.08. Such Accrued Vlaue will be credited with interest daily at an annual effective rate of interest equal to the Guarantee Rate. 8. The following new sections are added to the Contract: SECTION 1.12 CONTRIBUTION. The term "Contribution" means a payment made to Equitable for a Participant with respect to an Annuity purchased for such Participant under the Contract. SECTION 1.13 ELECTIVE DEFERRALS. The "Elective Deferrals" means Contributions made pursuant to a Salary Reduction Agreement. All references to Contributions in this Contract include Elective Deferrals. The total amount of Elective Deferrals under the Plan and all other plans, contracts or arrangements of the Employer for any calendar year may not exceed the amount of the limitation in effect under Section 402(g)(1) of the Code. Equitable is not responsible for compliance with Section 402(g)(1) of the Code. 9. With respect to SECTION 3.01 ACCOUNTS, the second paragraph is replaced by the following: Any amounts withdrawn from an Investment Account will no longer be part of the General Account or the applicable Investment Division and upon such withdrawal, and Equitable will be released from any liability for payments with respect to the Contributions from which the amounts so withdrawn arose. Such payments may be deferred by Equitable in accordance with the provisions of Section 5.06. 10. With respect to SECTION 3.03 CONTRIBUTIONS, the terms "contribution" and "contributions" are replaced by "Contribution" and "Contributions", respectively. 11. With respect to SECTION 3.03 CONTRIBUTIONS, the term "Internal Revenue Code" is replaced by "Code". 12. With respect to SECTION 3.04 ALLOCATIONS, the terms "contribution" and "contributions" are replaced by "Contribution" and "Contributions", respectively. 13. With respect to SECTION 3.04 ALLOCATIONS, the term "Money Market Investment Account" is replaced by "Money Market Investment Division". 14. The following paragraphs are added after the first paragraph of SECTION 3.06 PARTIAL WITHDRAWALS: Notwithstanding anything to the contrary in this section, in accordance with Section 403(b)(11) of the Code, a Participant may not make a withdrawal of amounts attributable to (1) Elective Deferrals, including earnings thereon, made on or after January 1, 1989, or (2) earnings credited on or after January 1, 1989, on Contributions made prior to January 1, 1989. Distributions of these restricted amounts may be made only when the Participant attains age 59 1/2, separates from services, dies, becomes disabled (within the meaning of Section 72(m)(7) of the Code) or in the case of hardship, as defined by the Plan or Salary Reduction Agreement. However, in the case of hardship, only amounts attributable to Elective Deferrals, excluding earnings, may be withdrawn. For any request for withdrawal which includes amounts attributable to Elective Deferrals, including earnings thereon, contributed on or after January 1, 1989, if the Participant does not satisfy any of the conditions referred to above, the Participant will be given the option of modifying the withdrawal request to exclude such amounts. If the Participant does not modify the withdrawal request, Equitable will exercise its right to terminate participation under the Contract pursuant to Section 5.10. 15. The following sentence is added to SECTION 5.10 DISQUALIFICATION: In the event that the Participant makes a partial withdrawal from the Investment Divisions of restricted amounts described in Section 3.06 for reasons other than those described in Section 3.06, Equitable will terminate participation with respect to that Participant under the Contract and pay to such Participant the sum of the Cash Value of the Participant's Guaranteed Rate Account and the Account Balances of the Participant's other Investment Accounts, less a deduction for any applicable Participant Service Charge and for the appropriate part attributable to such Participant of any Federal income tax payable by Equitable which would not have been payable if such Participant had an Annuity under the Contract. Agreed to by: UNITED STATES TRUST COMPANY THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES By By /s/ - -------------------------------- ------------------------------- President Title By - -------------------------------- /s/ ------------------------------- Dated Vice President and Secretary - -------------------------------- Date of Issue At ------------------------------- - -------------------------------- EX-4.(C)(2) 13 AMENDMENT PF 94,188 TO CERTIFICATE THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Effective as of January 1, 1989, we have amended your certificate issued under Group Annuity Contract AC 5904 as follows: 1. On the first page, in the section entitled "Available Investment Accounts", the term "Harmony Investment Trust" is replaced by "Prism Investment Trust". 2. SECTION 1.03 SALARY REDUCTION AGREEMENT is replaced by the following: SECTION 1.03 SALARY REDUCTION AGREEMENT The term "Salary Reduction Agreement" means (i) an agreement between an Employer and an employee of the Employer with the meaning of Section 1.403(b)-1(b)(3) of the Federal income tax regulations, under which the employee agrees to accept a reduction in salary or to forego an increase in salary and to have such amounts applied under the contract for the employee's behalf or (ii) any program or arrangement (other than by use of agreements described above) pursuant to which an Employer makes contributions to the purchase of annuity meeting the requirements of Section 403(b) of the Code. 3. SECTION 1.04 ANNUITY is replaced by the following: SECTION 1.04 ANNUITY The term "Annuity" means an annuity purchased in accordance with the terms of a Salary Reduction Agreement, Plan or program, which annuity meets the requirements of Section 403(b) of the Code. 4. SECTION 1.05 PARTICIPANT is replaced by the following: SECTION 1.05 PARTICIPANT The term "Participant" means a person who has been enrolled by the Equitable under the Contract through an Administrative Agreement and for whom the Employer has purchased an annuity under the Contract. An Annuity is purchased for a person enrolled under the Contract when we receive an initial Contribution from the Employer. 5. SECTION 1.06 ADMINISTRATIVE AGREEMENT is replaced by the following: SECTION 1.06 ADMINISTRATIVE AGREEMENT The term "Administrative Agreement" means a written understanding between the Employer and Equitable which, among other things, may describe, (i) procedures for facilitating the enrollment of Participants under the Contract. (ii) procedures pursuant to which Contributions may be made under the Contract on behalf of Participants. (iii) procedures for facilitating the communication to Particpiants of information prepared by Equitable concerning the Contract and enrollment and Contributions, thereunder, and (iv) the extent to which the Employer will perform any services in connection with the Contract which would otherwise be performed by Equitable. 6. With respect to SECTION 1.08 DEFINITIONS RELATING TO THE GUARANTEED RATE ACCOUNT, the terms "contribution" and "contributions" are replaced by "Contribution" and "Contributions", respectively. 7. With respect to SECTION 1.08 DEFINITIONS RELATING TO THE GUARANTEED RATE ACCOUNT, the term "Guarantee Accrued Value" is replaced by "Accrued Value". 8. With respect to SECTION 1.08 DEFINITIONS RELATING TO THE GUARANTEED RATE ACCOUNT, the paragraph entitled "ACCRUED VALUE" is replaced by the following: ACCRUED VALUE: A Participant's Accrued Value with respect to a particular Guarantee will be equal to the sum of that Participant's Contributions assigned to that Guarantee, including transfers, plus the amount of interest credited to that Guarantee, including transfers, plus the amount of interest credited with respect to that Guarantee, minus the sum of the withdrawals made with respectto that Guarantee, including transfers and Withdrawal Charges, defined below, and any applicable Participant Service Charges, as set forth in Section 3.08. Such Accrued Value will be credited with interest daily at an annual effective rate of interest equal to the Guarantee Rate. 9. The following new sections are added to the certificate: SECTION 1.12 CONTRIBUTION The term "Contribution" means a payment made to Equitable for a Participant with respect to an Annuity purchased for such Participant under the Contract. SECTION 1.13 ELECTIVE DEFERRALS The "Elective Deferrals" means Contributions made pursuant to a Salary Reduction Agreement. All references to Contributions in this certificate include Elective Deferrals. The total amount of Elective Deferrals under the Plan and all other plans, contracts or arrangements of the Employer for any calendar year may not exceed the amount of the limitation in effect under Section 402(g)(1) of the Code. Equitable is not responsible for compliance with Section 402(g)(1) of the Code. 10. With respect to SECTION 3.01 ACCOUNTS, the second paragraph is replaced by the following: Any amounts withdrawn from an Investment Account will no longer be part of the General Account or the applicable Investment Division and upon such withdrawal, and Equitable will be released from any liability for payments with respect to the Contributions from which the amounts so withdrawn arose. Such payments may be deferred by Equitable in accordance with the provisions of Section 5.06. 11. With respect to SECTION 3.03 CONTRIBUTIONS, the terms "contribution" and "contributions" are replaced by "Contribution" and "Contributions", respectively. 12. With respect to SECTION 3.03 CONTRIBUTIONS, the term "Internal Revenue Code" is replaced by "Code". 13. With respect to SECTION 3.04 ALLOCATIONS, the terms "contribution" and "contributions" are replaced by "Contribution" and "Contributions", respectively. 14. With respect to SECTION 3.04 ALLOCATIONS, the term "Money Market Investment Account" is replaced by "Money Market Investment Division". 15. The following paragraphs are added after the first paragraph of SECTION 3.06 PARTIAL WITHDRAWALS: Notwithstanding anything to the contrary in this section, in accordance with Section 403(b)(11) of the Code, a Participant may not make a withdrawal of amounts attributable to (1) Elective Deferrals, including earnings thereon, made on or after January 1, 1989, or (2) earnings credited on or after January 1, 1989, on Contributions made prior to January 1, 1989. Distributions of these restricted amounts may be made only when the Participant attains age 59 1/2, separates from service, dies, becomes disabled (within the meaning of Section 72(m)(7) of the Code) or in the case of hardship, as defined by the Plan or Salary Reduction Agreement. However, in the case of hardship, only amounts attributable to Elective Deferrals, excluding earnings, may be withdrawn. For any request for withdrawal which includes amounts attributable to Elective Deferrals, including earnings thereon, contributed on or after January 1, 1989, if the Participant does not satisfy any of the conditions referred to above, the Participant will be given the option of modifying the withdrawal request to exclude such amounts. If the Participant does not modify the withdrawal request, Equitable will exercise its right to terminate participation under the Contract pursuant to Section 5.10. 16. The following sentence is added to SECTION 5.10 DISQUALIFICATION: In the event that the Participant makes a partial withdrawal from the Investment Divisions of restricted amounts described in Section 3.06 for reasons other than those described in Section 3.06, Equitable shall terminate participation with respect to that Participant under the Contract and pay to such Participant the sum of the Cash Value of the Participant's Guaranteed Rate Account and the Account Balances of the Participant's other Investment Accounts, less a deduction for any applicable Participant Service Charge and for the appropriate part attributable to such Participant of any Federal income tax payable by Equitable which would not have been payable if such Participant had an Annuity under the Contract. SPECIMEN Vice President SPECIMEN President and Secretary EX-4.(D)(1) 14 FORM OF GROUP VARIABLE CONTRACT EQUITABLE LOGO THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES 1285 AVENUE OF THE AMERICAS, NEW YORK, N.Y. 10019 Effective as of July 1, 1983, or your Participation Date, whichever is later, we have amended your Certificate issued under Group Annuity Contract No. 13455 as follows: The third paragraph of Section 4.01 (Annuity Benefit) has been revised to read: The term "Amount Applied" means the portion of the Annuity value which the Participant elects to apply toward an Annuity Benefit pursuant to Section 4.02, less any applicable State Premium Tax as determined by Equitable, less, for new IRA Participants on and after July 1, 1983, a one time administrative fee of $175. THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES /s/ Rodney L. Enochs ----------------------------- Vice President and Secretary /s/ Coy Eklund ----------------------------- President THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Agrees * To allocate the contributions made on the Participant's behalf under the Contract to the Account maintained for the Participant, * To provide an annuity, periodic distribution, or cash value benefit at the Participant's Retirement Date; and * To provide the Participant with the other rights and benefits of this certificate. These agreements are subject to the provisions of this certificate. TEN DAYS TO REVIEW -- The Participant may end participation under the Contract and cancel this certificate by mailing it to Equitable (address shown on page 3) within ten days after receipt. If the Participant does this, Equitable will refund any contribution made under the Contract on the Participant's behalf, or, if greater, with respect to contributions to the Separate Accounts, the Participant's Account Balance in those Separate Accounts on the date the cancelled certificate is received by Equitable. ASSETS HELD IN CONNECTION WITH THE CONTRACT MAY BE HELD IN ONE OR MORE SEPARATE ACCOUNTS MAINTAINED BY EQUITABLE AND MAY INCREASE OR DECREASE IN VALUE AS DESCRIBED IN THE CONTRACT. CONTENTS
PART I -- Definitions Page 4 PART II -- The Separate Accounts Page 7 PART III -- Participant's Account Page 10 PART IV -- Annuity Benefits Page 18 PART V -- General Provisions Page 23
CERTIFICATE AND CONTRACT: * Equitable certifies that the Participant named on page 3 is included under the Group Annuity Contract (the "Contract") designated on page 3, all pertinent provisions of which are set forth below. * This certificate is valid only if participation under the Contract has not been terminated as described in the Contract and is subject to amendment as may be required pursuant to Section 5.02. * The Contract is issued in consideration of the payment to Equitable of the contributions under the Contract. * The statements on the following pages are part of this certificate.
PARTICIPANT: IRA Q. DOE CERTIFICATE NUMBER: 000 00 0000 ENROLLMENT DATE: November 1, 1982 RETIREMENT DATE: July 1, 2000 CONTRACT HOLDER: UNITED STATES TRUST COMPANY OF NEW YORK GROUP: Association of XYZ GROUP NUMBER: 1234567890 GROUP ANNUITY CONTRACT NUMBER: AC 5361 INITIAL PARTICIPANT SERVICE CHARGE: $7.50 per calendar quarter with the right reserved by Equitable to change such amount in accordance with Section 3.08. MINIMUM CONTRIBUTION $250--(for contributions other than through payroll REQUIREMENT: deductions)
AVAILABLE INVESTMENT ACCOUNTS:
APPLICABLE INVESTMENT INVESTMENT ACCOUNT MEDIUM INVESTMENTS INVESTMENT MANAGEMENT FEE - -------------- -------------- ---------------------------------------- ------------------------------------- Guaranteed General Not Applicable Not Applicable Rate Account Account Money Market No. 301 Primarily in short-term money market 0.35% of first $250 million Account instruments 0.325% of next $250 million 0.30% of excess over $500 million Common Stock No. 302 Primarily in common stocks 0.50% of first $250 million Account 0.45% of next $250 million 0.40% of excess over $500 million Bond Account No. 303 Primarily in publicly-traded debt 0.35% of first $250 million securities 0.325% of next $250 million 0.30% of excess over $500 million Balanced No. 304 Primarily in a diversified portfolio of 0.50% of first $250 million Account publicly-traded common stock and debt 0.45% of next $250 million securities, and short-term money market 0.40% of excess over $500 million instruments
EQUITABLE OFFICE: EQUITABLE RETIREMENT PRODUCTS CENTER P.O. BOX 1910 Boston, Massachusetts 02105 TABLE OF GUARANTEED VALUES ISSUE AGE 35 MALE $1000 ANNUAL CONTRIBUTION
NUMBER OF YEARS GUARANTEED GUARANTEED PAID UP MONTHLY SINCE FIRST CONTRIBUTION CASH VALUE ANNUITY AT AGE 65* - ------------------------ ------------ -------------------------- 1 999.66 4.87 2 2,000.00 16.54 3 3,000.00 27.86 4 4,000.00 38.86 5 5,000.00 49.53 6 6,013.60 59.90 7 7,123.70 69.96 8 8,267.10 79.73 9 9,444.80 89.21 10 10,657.83 98.42 11 11,907.25 107.36 12 13,194.16 116.04 13 14,519.67 124.47 14 15,884.95 132.65 15 17,291.19 140.59 16 18,739.61 148.30 17 20,231.49 155.79 18 21,768.12 163.06 19 23,350.85 170.12 20 24,981.07 176.97 25 33,895.74 208.35 27(Age 62) 37,847.26 219.66 30(Age 65) 44,230.30 235.42
THE TABLES ILLUSTRATE MINIMUM GUARANTEED VALUES AND ASSUME A HYPOTHETICAL $1000 CONTRIBUTION MADE ANNUALLY ON THE ENROLLMENT DATE. THE GUARANTEED CASH VALUE TABLE REFLECTS A QUARTERLY PARTICIPANT SERVICE CHARGE OF $7.50 (SEE SECTION 3.08) AND A PREMATURE WITHDRAWAL CHARGE OF UP TO 7% OF THE ACCOUNT BALANCE (SEE SECTION 1.06). THE TABLES ASSUME THAT 100% OF ALL CONTRIBUTIONS ARE ALLOCATED TO AND REMAIN IN THE GUARANTEED RATE ACCOUNT. YOUR ACTUAL GUARANTEED VALUES MAY DIFFER FROM THOSE SHOWN ABOVE, DEPENDING ON THE LEVEL AND FREQUENCY OF YOUR CONTRIBUTIONS AND THE PARTICIPANT SERVICE CHARGE APPLICABLE. *ASSUMES FULL CASH REFUND ANNUITY. PART I -- DEFINITIONS SECTION 1.01 ANNUITY The term "Annuity" means an individual retirement annuity meeting the requirements of Section 408(b) of the Internal Revenue Code. SECTION 1.02 PARTICIPANT The term "Participant" means (i) a person who has been enrolled by Equitable under the Contract through an Administrative Agreement, and (ii) the spouse of any such person if such spouse has also been enrolled by the Equitable under the Contract. A person shall become enrolled under the Contract on the date, hereinafter called the "Enrollment Date", on which Equitable receives an enrollment form made available by Equitable and completed in a manner satisfactory to, and accepted by, Equitable. A person who has been enrolled under the Contract shall be a Participant-owner under the certificate issued pursuant to Section 5.09 during the person's life time provided a contribution is made for the Participant within 120 days of the Enrollment Date. SECTION 1.03 GROUP The term "Group" includes, but is not necessarily limited to, a corporation, labor organization or association thereof, governmental or quasi-governmental body, partnership, sole proprietorship, trade or professional association, or any other group or entity entering into an Administrative Agreement, as specified on page 3. SECTION 1.04 ADMINISTRATIVE AGREEMENT The term "Administrative Agreement" means a written understanding between the Group and Equitable which, among other things, may describe (i) procedures for facilitating the enrollment of Participants under the Contract, (ii) procedures pursuant to which contributions may be made under the Contract by or on behalf of Participants (including payroll deduction, direct contributions by the Participants, or a combination thereof), (iii) procedures for facilitating the communication to Participants of information prepared by Equitable concerning the Contract and enrollment and contributions thereunder, and (iv) the extent to which the Group will perform any services in connection with the Contract which would otherwise be performed by Equitable. SECTION 1.05 RETIREMENT DATE The term "Retirement Date" means the date on which the Participant will attain the retirement age specified by the Participant in the DEFINITIONS -- (cont'd) GUARANTEE ACCRUED VALUE: A Participant's Accrued Value with respect to a particular Guarantee will be equal to the sum of that Participant's contributions assigned to that Guarantee, including transfers, plus the amount of interest credited with respect to that Guarantee, minus the sum of the withdrawals made with respect to that Guarantee, including transfers and Withdrawal Charges, defined below, and any applicable Participant Service Charges, as set forth in Section 3.08. Such Accrued Value will be credited with interest daily at an annual effective rate of interest equal to the Guarantee Rate. GUARANTEE WITHDRAWAL CHARGE: Any transfers or withdrawals with respect to a Guarantee prior to the end of the Duration of that Guarantee, except for withdrawals for Participant Service Charges as set forth in Section 3.08, for death or disability benefits as set forth in Section 3.10, or upon the election of any Annuity Benefit pursuant to Section 4.03, will be subject to a Withdrawal Charge. The Withdrawal Charge will be equal to the lesser of (i) 7% of the amount transferred or withdrawn (including the amount of such Withdrawal Charge), and (ii) the "interest attributable" to the amount transferred or withdrawn, defined as (a) times the excess of (b) over (c), where (a) is the amount transferred or withdrawn from a Guarantee divided by the Participant's Accrued Value with respect to that Guarantee; (b) is such Accrued Value; and (c) is the excess to date of (i) the Participant's Contributions, including transfers, assigned to that Guarantee over (ii) "Net Withdrawals" with respect to that Guarantee. The "Net Withdrawals" with respect to a Guarantee are the actual amounts credited to a Participant through transfers with respect to that Guarantee pursuant to Section 3.05, and the actual amounts paid to a Participant through partial withdrawals with respect to that Guarantee pursuant to Section 3.06, exclusive of any withdrawal charges assessed. Withdrawals of Participant Service Charges from a Guarantee are not included in Net Withdrawals. SECTION 1.07 STATE PREMIUM TAXES The term "State Premium Taxes" means any premium tax applicable to individual retirement annuities. PART II -- THE SEPARATE ACCOUNTS SECTION 2.01 SEPARATE ACCOUNTS The term "Separate Accounts" means the separate accounts maintained by Equitable, specified as available investment media on page 3, to which portions of its assets have been allocated for the Contract and certain other contracts. It is contemplated that investments in the Separate Accounts will, at most times, consist of the investments indicated on page 3. Equitable may, however, at its discretion invest the assets of a Separate Account in any investment permitted by applicable law. Equitable may rely conclusively on the opinion of counsel (including attorneys in its employ) as to what investments it is permitted by law to make. The assets of each Separate Account may be temporarily held uninvested for such periods as Equitable may determine. In lieu of making such investments directly, Equitable reserves the right, subject to applicable law, to operate any Separate Account as a "unit investment trust" under the Investment Company Act of 1940, or in any other form permitted by law, which invests all or part of its assets in shares or units of a fund the investment adviser of which may be Equitable or controlled by Equitable. The fund asses would be invested as provided above with respect to the Separate Account. All income and all gains and losses, whether or not realized, from assets allocated to a Separate Account will be credited to or charged against that Separate Account without regard to the other income, gains, or losses of the Equitable. Equitable reserves the right, subject to compliance with applicable law, including approval of the Contract Holder or Participants if required, (1) to create new separate accounts, (2) to combine any two or more Separate Accounts, (3) to transfer assets determined by Equitable to be attributable to the class of contracts to which the Contract belongs from any of the Separate Accounts to another separate account by withdrawing the same percentage of each investment in that Account with appropriate adjustments to avoid odd lots and fractions, (4) to cause the registration or deregistration of a Separate Account under the Investment Company Act of 1940, (5) to operate a Separate Account under the direction of a committee, and to discharge such committee at any time, and (6) to restrict or eliminate any voting rights of Participants or other persons who have voting rights as to a Separate Account. Assets of the Separate Accounts are subject to charges, to be made as described in the Net Assets provision of Section 2.02. THE SEPARATE ACCOUNTS -- (cont'd) The assets of each of the Separate Accounts are the property of Equitable; however, the portion of the assets of each Separate Account equal to the reserves and other contract liabilities with respect to such Separate Account shall not be chargeable with liabilities arising out of any other business Equitable may conduct. Equitable reserves the right to transfer assets of the Separate Account in excess of such reserves and contract liabilities to the general account of Equitable. SECTION 2.02 DEFINITIONS RELATING TO THE SEPARATE ACCOUNTS VALUATION PERIOD: The Valuation Period for Separate Account No. 301 starts from the close of trading on the New York Stock Exchange and ends at the corresponding time on the next Business Day. A Business Day for Separate Account No. 301 is any day on which the New York Exchange is open for trading. The Valuation Period for each Separate Account except Separate Account No. 301 starts from the close of trading on all the National Securities Exchanges on a Business Day and ends at the corresponding time on the next Business Day. A Business Day is any day on which any national Securities Exchange is open for trading. A National Securities Exchange is one that is registered as such under the Securities Exchange Act of 1934. NET ASSETS: For a Separate Account, the Net Assets equal the value of the assets in the Separate Account at the close of business of a Valuation Period, minus the sum of (1) Expenses, and (2) any amount charged against the Separate Account in such Valuation Period for taxes or for amounts set aside by Equitable as a reserve for taxes attributable to the maintenance or operation of the Separate Account. NET INVESTMENT FACTOR: For a Separate Account, the Net Investment Factor for a Valuation Period is the Net Assets at the close of business of a Valuation Period (but before giving effect to any amounts allocated or amounts withdrawn during that Valuation Period), divided by the Net Assets at the close of business of the preceding Valuation Period. UNIT: The Unit is a unit used in determining the value of the interest of a Participant's Investment Account in a Separate Account while an Account for such Participant is being maintained under the Contract. UNIT VALUE: The initial Unit Value for each Separate Account has been established at $10.00. The Unit Value for each subsequent Valuation Period with respect to that Separate Account is the Unit Value for the immediately preceding Valuation Period multiplied by the Net Investment Factor for such subsequent Valuation Period. THE SEPARATE ACCOUNTS -- (cont'd) EXPENSES: For a Valuation Period, the Expenses which may be charged to a Separate Account are as follows: (1) Any amount charged against the Separate Account by Equitable during such Valuation Period to cover certain expenses incurred in the organization and operation of the Separate Account, including, but not limited to, taxes, interest, brokerage fees and commissions, if any, fees of the Separate Account Committee members who are not affiliated with Equitable, Committee meeting costs, Securities and Exchange Commission fees and certain related expenses including printing of registration statements and amendments, charges relating to custody of securities, certain insurance premiums, outside auditing and legal expenses, and certain of the costs of maintaining participant services. (2) The daily charge against the Separate Account for each day in such Valuation Period for administrative expense charges is calculated on the basis of an effective annual rate of 0.25% of the value of the assets in the Separate Account. (3) The daily charge against the Separate Account for each day in such Valuation Period for investment management services is calculated on the basis of the effective annual rate stated on page 3 of the value of the assets then in the Separate Account. If the aggregate expenses of the Separate Account for a calendar year (including the charges described in sub-paragraphs (1), (2) and (3) of this definition but excluding interest, taxes, brokerage and, with the consent of appropriate state regulatory authorities, extraordinary expenses) should exceed a charge determined on the basis of an effective annual rate of (i) 1.0%, as to Separate Account No. 301, or (ii) 1.5%, as to Separate Account No. 302, Separate Account No. 303, and Separate Account No. 304, of the assets in such Separate Account during such calendar year, then Equitable shall reimburse the Separate Account for the excess. The value of the assets in the Separate Accounts, shall be taken at their market value, or where there is no readily available market, their fair value, as determined in accordance with accepted accounting practices, and applicable laws and regulations. PART III -- PARTICIPANT'S ACCOUNT SECTION 3.01 ACCOUNTS Equitable will maintain at least one Account under the Contract for each Participant; an additional Account will be maintained for the Participant with respect to each rollover contribution made pursuant to Subsection 2 of Section 3.04 if such contribution was derived from an employee benefit plan described in Section 401(a) of the Internal Revenue Code or a tax sheltered annuity described in Section 403(b) of the Internal Revenue Code. Each such Account will contain one or more sub-accounts, hereinafter called "Investment Accounts." The Investment Accounts made available to the Participant are as stated on page 3. Any amounts allocated to an Investment Account will either become part of the general assets of Equitable ("General Account") which support the guarantees of the Contract and other contracts, or part of the Separate Account applicable to that Investment Account, as stated on page 3. Any amounts withdrawn from an Investment Account will no longer be part of the General Account or the applicable Separate Account. SECTION 3.02 ACCOUNT BALANCES OF INVESTMENT ACCOUNTS On any day, the Account Balance of a Participant's Investment Account, other than the Guaranteed Rate Account, will be equal to the product of the number of Units in that Investment Account on that date and the Unit Value for the applicable Separate Account for the Valuation Period which includes that date. The number of Units in such an Investment Account on any date will be equal to the sum of any Units credited to that Investment Account minus the sum of any Units charged against that Investment Account. On any Valuation Date when a designated amount is allocated to or withdrawn from such an Investment Account, the Investment Account will be credited or charged, as the case may be, with a number of Units determined by dividing the designated amount by the applicable Unit Value for the Valuation Period which includes that date. On any day, the Account Balance of a Participant's Guaranteed Rate Account will be equal to the sum of the Accrued Values, on such day, with respect to all the Guarantees to which contributions of the Participant have been assigned. On any day, a Participant's Cash Value with respect to a particular Guarantee will be equal to the Accrued Value with respect to that Guarantee minus any applicable Withdrawal Charge, as set forth in Section 1.06. SECTION 3.03 CONTRIBUTIONS The Participant may have contributions made on such dates and in such amounts as the Participants may determine, subject to the following conditions: 1. Contributions may be made for the Participant through an Administrative Agreement. Any contribution made for the Participant by any means other than through payroll deduction by the Participant's employer pursuant to an Administrative Agreement may be made only subject to Equitable's rules then in effect, provided PARTICIPANT'S ACCOUNT -- (cont'd) that each such contribution equals at least the minimum contribution requirement stated on page 3. Such minimum contribution requirement shall not be applicable if it would prevent the Participant from contributing up to the maximum deductible contribution allowed the Participant in the Participant's then current taxable year. 2. A contribution may be made under the Contract for a Participant consisting of amounts derived from a rollover contribution from any of the following in which the Participant had an interest: (i) an individual retirement account or bond; (ii) an individual retirement annuity contract other than this Contract; (iii) an employee benefit plan qualified under Section 401(a) of the Internal Revenue Code; or (iv) a tax sheltered annuity described in Section 403(b) of the Internal Revenue Code. 3. Any contribution allocated to a Participant's Guaranteed Rate Account which is not made by payroll deduction must be received by Equitable during the [first fifteen calendar days] of the Contribution Quarter for the Guarantee to which the allocation is assigned. That portion of any contribution received after the [first such fifteen calendar days] which is allocated to the Guaranteed Rate Account will be deemed a contribution made without appropriate direction and allocated in accordance with subsection 3 of Section 3.04. 4. Equitable reserves the right: a. to refuse to accept a contribution for Participant's taxable year if such contribution would bring the aggregate amount of contributions for such taxable year to more than $2,000, b. upon the advance written request of the Participant's employer, to establish a minimum contribution requirement with respect to contributions made by the Participant through payroll deduction by the Participant's employer pursuant to an Administrative Agreement, c. to change the minimum contribution requirement referred to in subsection 1 of this Section, and d. to change the contribution timing requirement in subsection 3 of this Section. 5. Any contribution will be deemed by Equitable to be made for the Participant's current taxable year unless the Participant specifies in writing to Equitable, subject to applicable requirements of the Internal Revenue Code and regulations thereunder, that such contribution is for the Participant's prior taxable year. PARTICIPANT'S ACCOUNT -- (cont'd) SECTION 3.04 ALLOCATIONS The Participant will direct the allocation of each contribution made for the Participation to the Participant's Investment Accounts, subject to the following conditions: 1. The Participant's direction of the allocation of contributions to the Participant's Investment Accounts shall be in terms of whole percentages. 2. Allocations will be made as of the date on which Equitable receives the contribution (a) as provided in the Administrative Agreement in the case of payroll deductions or (b) at the address shown on page 3 in the case of contributions other than through payroll deductions. 3. Any contribution made without appropriate direction as to its allocation will be allocated to the Money Market Account. 4. The Participant may upon written notice to Equitable, change the allocation of future contributions. Except with respect to allocations to the Guaranteed Rate Account which must be received within the first 15 days of a Contribution Quarter, if a contribution made other than through payroll deduction accompanies the written notice, the change shall be effective as of the date of receipt of the contribution. Allocation changes unaccompanied by a check shall be effective as the date of the first contribution received after Equitable's receipt of the Participant's written notice, or, in the case of the Guaranteed Rate Account, at the beginning of the next Contribution Quarter. Equitable reserves the right to limit, upon at least 90 days advance notice to the Participant, the number of such changes allowed in a calendar year, and, with respect to the Guaranteed Rate Account, the timing and effective date of such allocation changes. 5. If Equitable offers more than one Guarantee during a Contribution Quarter, contributions allocated to the Participant's Guaranteed Rate Account during that Contribution Quarter will be allocated among the Guarantees receiving contributions during such Contribution Quarter in accordance with the instructions of the Participant. If contributions are received with instructions for allocation to Guarantee Durations which differ from those being offered during that Contribution Quarter, the part of the contribution which cannot be allocated in accordance wit those instructions will be assigned to the Guarantee with the next shorter Duration to which contributions are being assigned during that Contribution Quarter, or, if contributions are not being assigned to a Guarantee with a shorter Duration than that requested, to the Guarantee of the shortest Duration. PARTICIPANT'S ACCOUNT -- (cont'd) SECTION 3.05 TRANSFERS A Participant may transfer amounts among the Investment Accounts maintained for the Participant under the Contract, subject to the following conditions: 1. The request for the transfer must be made in writing and will be effective as of the later of the date specified in such request and the date Equitable receives such request, except as set forth in subsection 4 below. Telephone transfers may also be permitted if authorized by the Participant in writing. 2. The amount so transferred will be allocated as of the date of transfer to the Investment Account, or among the Investment Accounts, selected by the Participant, except as set forth in subsection 4 below. 3. If only a part of the amount in an Investment Account is to be transferred, such transfer will be made only if the amount to be transferred is at least $250. Upon at least 90 days advance notice to the Participant, Equitable may change the dollar amount appearing in the immediately preceding sentence. 4. A transfer to the Guaranteed Rate Account from any of the other Investment Accounts may be made only during the first fifteen calendar days of a Contribution Quarter. Transfers may not be made from one Guarantee in the Guaranteed Rate Account to another. Transfers from a Guarantee in the Guaranteed Rate Account may not be made during the Contribution Quarter with respect to that Guarantee, except that amounts assigned to that Guarantee from a Guarantee ending on the last day of the previous calendar quarter may be transferred from the new Guarantee during the first 15 days of the Contribution Quarter. Any other transfer may be made at any time. 5. Upon at least 90 days advance notice to the Participant, Equitable may limit the number of transfers that a Participant may make in any twelve month period or limit the circumstances under which transfers may be made to or from the Guaranteed Rate Account. 6. Transfers from the Guaranteed Rate Account are subject to the Withdrawal Charge described in Section 1.06. SECTION 3.06 PARTIAL WITHDRAWALS A Participant may elect by written notice to Equitable to make a partial withdrawal from the Participant's Account on or before such Participant's Retirement Date, subject to Equitable's advance written consent if such withdrawal is for an amount of less than $250. If such election would result in the sum of the amounts then in the Participant's Investment Accounts being less than $10, Equitable will deem such election to be instead an election by the Participant to terminate participation under the Contract and will make the payment described in Section 3.09 in lieu of any payment under this Section unless the Participant requests that the Certificate issued pursuant to Section 5.09 be permitted to remain in effect and Equitable agrees. PARTICIPANT'S ACCOUNT -- (cont'd) Upon partial withdrawal, Equitable will pay to the Participant the lesser of (i) the sum of the Account Balances of the Participant's Investment Accounts other than the Guaranteed Rate Account, minus a $5 processing charge, and the Cash Value of the Guaranteed Rate Account, or (ii) the amount of partial withdrawal requested minus a $5 processing charge. Unless Equitable is otherwise directed by the Participant in accordance with Equitable's requirements, the amount so paid will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's Account Balance in each such Investment Account. The $5 processing charge will be withdrawn from the Investment Accounts other than the Guaranteed Rate Account. Unless otherwise directed by the Participant, withdrawals from the Guaranteed Rate Account will be made from the Guarantee with the most recent Contribution Quarter of each Duration (that is, one year, three year and so forth) represented in the Participant's Guaranteed Rate Account in the same proportion that the sum of the Accrued Values of the Participant's Guarantees of each Duration bears to the Account Balance of the Participant's Guaranteed Rate Account, or , if such Accrued Values prove insufficient, from the Guarantee or Guarantees with the next most recent Contribution Quarter. Notwithstanding anything to the contrary in this Section, withdrawals pursuant to this Section may not be made from a Guarantee in the Guaranteed Rate Account during its Contribution Quarter. Upon any payment to a Participant pursuant to this Section, Equitable will be released from any and all liability for payments with respect to the contributions from which the amounts so widthdrawn arose. Payments to the Participant pursuant to this Section may be deferred by Equitable in accordance with the provisions of Section 5.06. SECTION 3.07 EXPIRATION OF THE GUARANTEE At the end of the Duration of a Guarantee, Equitable will assign the Accrued Value with respect to that Guarantee (i) to the Guarantee of similar Duration to which contributions are being assigned during the Contribution Quarter next following, (ii) if no Guarantee of similar Duration is being offered, to the Guarantee with the shortest Duration being offered, or (iii) as elected by the Participant pursuant to instructions received on or before the end of the Guarantee. SECTION 3.08 PARTICIPANT SERVICE CHARGE AMOUNT: Once in each calendar quarter, Equitable will withdraw from the Participant's Accounts a Participant Service Charge for each Participant for administrative expenses. The amount of such charge shall be determined by Equitable but will not be more than a maximum charge of $7.50 for each Participant in each calendar quarter. The amount determined by Equitable will be based on such factors as (i) the method by which contributions are being made under the Contract (payroll deduction, direct contribution or other), (ii) the number of Participants contributing through the same payroll deduction facility or Group, (iii) the total contributions Equitable estimates will be made pursuant to an Administrative Agreement, (iv) the nature of the Group, (v) the extent to which, as determined by Equitable, the Group provides services pursuant to the Administrative Agreement that Equitable would otherwise provide, (vi) any other circumstances having an impact on Equitable's administrative expense, and (vii) whether the Participant is then receiving payments under the periodic distribution option described in Section 4.04. Each such charge will be withdrawn from the Participant's Investment Accounts in proportion to the amount the Account Balance in each Investment Account bears to the sum of the Account Balances of the Participant's Investment Accounts. Such withdrawals will reduce (i) the Participant's Accrued Values with respect to the Guarantees with the most recent Contribution Quarter of each Duration (that is, one year, three year and so forth) represented in the Participant's Guaranteed Rate Account in the same proportion that the sum of the Participant's Accrued Values with respect to the Guarantees of each Duration bears to the Account Balance of the Participant's Guaranteed Rate Account, or, if such Accrued Values prove insufficient, from the Guarantee or Guarantees with the next most recent Contribution Quarter and so on until sufficient amounts have been withdrawn, and (ii) the number of Units in the Participant's other Investment Accounts. The initial Participant Service Charge for a Participant shall be stated on page 3. Equitable reserves the right to withdraw the Participant Service Charge more or less frequently than once each calendar quarter but the amount will never exceed $30 per annum. The Participant Service Charge is deducted first from contributions to the Guaranteed Rate Account, including transfers from the other Investment Accounts, and then from interest accrued. If contributions to the Guaranteed Rate Account are less than $30 in any year, the total Participant Service Charge for that year not exceed the amount of interest in excess of 3% which is credited to the Guaranteed Rate Account in the absence of a service charge. EMPLOYER PAYMENT: Pursuant to the terms of the Administrative Agreement the Group may have a contribution made of an amount equal to the Participant Service Charge then due for the Participant. If such a contribution is made, no withdrawal from the Participant's Account will then be made pursuant to this Section. SECTION 3.09 TERMINATION OF PARTICIPATION On or before a Participant's Retirement Date, such Participant may elect by written notice to terminate participation under the Contract. As of the date of receipt of such notice, Equitable will determine and, subject to Section 5.06, pay to the Participant the Account Balances of the Participant's Investment Accounts other than the Guaranteed Rate Account minus a $5 processing charge and the Cash Value of the Participant's Guaranteed Rate Account, less the then applicable Participant Service Charge. Equitable may elect to terminate a Participant's participation under the Contract if no contribution has been made by or on behalf of the Participant for at least three years from the date of the last contribution to the Participant's Account and if the sum of the Account Balances of the Participant's Investment Accounts does not exceed $2,000 or would, if it were then the Participant's Retirement Date, provide an Annuity Benefit of less PARTICIPANT'S ACCOUNT -- (cont'd) than $20 per month. As of such date, Equitable will determine and, subject to Section 5.06, pay to the Participant the sum of the Account Balances of the Participant's Investment Accounts minus the then applicable Participant Service Charge. Upon payment to a Participant pursuant to this Section, Equitable will be released from any and all liability for payments with respect to the contributions from which the sum of the amounts then in the Participant's Investment Accounts arose. SECTION 3.10 DEATH OR DISABILITY BENEFIT If a Participant dies or becomes disabled within the meaning of Section 408(f)(3) of the Internal Revenue Code while an Account for such Participant is being maintained under the Contract, Equitable, upon receipt of due proof of such death or disability, will pay the sum of the Account Balances of the Participant's Investment Accounts as of the date such proof is received, minus any Participant Service Charge then applicable, in a single sum to the Participant or the beneficiary designated by the Participant to receive such payment. Payment to the beneficiary may be deferred by Equitable in accordance with the provisions of Section 5.06. Upon any payment made pursuant to this Section, Equitable will be released from any and all liability for payment with respect to the contributions made for the Participant. SECTION 3.11 OPTIONAL MODES OF SETTLEMENT Any Participant may elect that the whole or any part of any amount that would otherwise be payable to the Participant's beneficiary in a single sum be paid to such beneficiary under an optional mode of settlement, subject to the Equitable's rules in effect at the time of election. The beneficiary may make such an election after the Participant's death if no such election made by the Participant is then in effect. Any payee under an optional mode of settlement elected pursuant to this Section may designate (with the right to revoke or to change such designation) a beneficiary to receive any amount that, in the absence of such designation, would be payable to such payee's executors or administrators. Any election of an optional mode of settlement may be revoked or changed by the Participant at any time before a payment is made thereunder. Any election, designation, revocation, or change shall be effective as of the date written notice is filed with the Equitable at its Home Office. PART IV -- ANNUITY BENEFITS SECTION 4.01 ANNUITY BENEFIT The term "Annuity Benefit" means a series of monthly payments with respect to a specified person or persons payable in a specified dollar amount. The term "Annuity Value" means the amount, determined on the Participant's Retirement Date, equal to the sum of the Account Balances of the Participant's Investment Accounts. The term "Amount Applied" means the portion of the Annuity Value which Participant elects to apply toward an Annuity Benefit pursuant to Section 4.02, less any applicable State Premium Tax as determined by Equitable. Each monthly payment under any Annuity Benefit under the Contract will be the amount provided pursuant to Section 4.03. The Normal Form of Annuity Benefit under the Contract means the Full Cash Refund Annuity form which provides for equal monthly payments to the Participant beginning on the Participant's Retirement Date and ending with the last monthly payment due before the Participant's death, and, upon receipt by Equitable of due proof of the Participant's death, a single sum payment to the beneficiary designated to receive such payment of an amount equal to the excess, if any, of the Amount Applied over the sum of all the annuity payments that have been paid to the Participant under the Contract. SECTION 4.02 ELECTION AND COMMENCEMENT OF ANNUITY BENEFITS As of a Participant's Retirement Date, provided such Participant is then living, the Participant's Annuity Value shall be applied to provide an Annuity Benefit on the Normal Form, unless such Participant elects as of such Retirement Date to (i) terminate participation under the Contract and receive the Cash Values of the Participant's Guaranteed Rate Account and the Account Balances of the Participant's other Investment Accounts as a single sum pursuant to Section 3.09, (ii) have payments made under the periodic distribution option described in Section 4.04, (iii) have an Annuity Benefit provided pursuant to Section 4.03 or, subject to Equitable's rules then in effect, any other annuity form or combination of forms offered by Equitable, or (iv) have any combination of the three proceeding options. Notwithstanding anything to the contrary in the preceding paragraph, Equitable reserves the right to pay the Participant's Annuity Value to the Participant in a single sum if less than $2000 would be applied to provide an Annuity Benefit or less than $20 per month would be payable under the Annuity Benefit or periodic distribution option. Equitable will provide appropriate notice and election forms to a Participant not more than six months or less than three months before such Participant's Retirement Date. ANNUITY BENEFITS -- (cont'd) Equitable has the right to require the Participant to furnish pertinent facts and determinations before providing an Annuity Benefit, and will be fully protected in relying on such information and need not inquire as to the accuracy or completeness thereof. SECTION 4.03 AMOUNT OF ANNUITY BENEFITS If a Participant elects an Annuity Benefit, the Amount Applied will be applied as of the Participant's Retirement Date to provide the Annuity Benefit. The Amount Applied shall provide the Annuity Benefit on the basis of either (i) the Table of Guaranteed Annuity Payments shown in Section 4.05, (ii) Equitable's current group annuity rates for payment of proceeds for the same class of annuitants, or (iii) Equitable's current group rates for a single consideration immediate annuity for the same class of annuitants, whichever rates would provide a larger benefit to the payee. If such current group annuity rates are used, such Participant's certificates will be replaced by an Equitable supplemental certificate. The Tables of Guaranteed Annuity Payments set forth the minimum amount of monthly income that $1,000 of Participant's Amount Applied will provide under the Contract on the Full Cash Refund Annuity Form. The amounts of income provided under the Annuity Benefit are based on 3% interest and the 1983 Mortality Table a and Projection Scale G. The amounts of income for ages and annuity forms not shown in the tables will be calculated on the same basis. Equitable may change, by an amendment to the Contract, the monthly income amounts contained in the Tables of Guaranteed Annuity Payments and the basis for determining such amounts, for new Participants, upon advance notice to the Contract Holder. SECTION 4.04 PERIODIC DISTRIBUTION OPTION The Participant may elect pursuant to Section 4.02 to receive the Account Balance of each of the Participant's Investment Accounts other than the Guaranteed Rate Account under the periodic distribution option. Such option, subject to the conditions set forth in the following paragraph, provides a series of monthly installment payments over a number of whole years beginning as of the Participant's Retirement Date, or as soon thereafter as is practicable, such number of whole years being the lesser of (i) the number of whole years designated by the Participant before the Participant's Retirement Date and (ii) the number of years equal to the greater of the life expectancy of the Participant and the joint and last survivor expectancy of the Participant and the Participant's spouse as of the Participant's Retirement Date, rounded to the next lower whole year. CONDITIONS: 1. No payments may be made under the periodic distribution option from the Guaranteed Rate Account, and no amounts may be retained in the Guaranteed Rate Account while payments are being made under the periodic distribution option. ANNUITY BENEFITS -- (cont'd) 2. The monthly amount of installment payments shall be computed by Equitable monthly, beginning on the date as of which monthly installment payments commence and, thereafter, as of the first day of each succeeding month. The amount of each such monthly installment payment shall be determined by dividing the sum of the Account Balances of the Participant's Investment Accounts as of the first day of each such month by the number of months then remaining under the periodic distribution option, less a monthly transaction charge of $1.50 which will be deducted from the payment. 3. Each monthly installment payment before deduction of the $1.50 transaction charge will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each such Investment Account immediately before such payment is made. 4. The Participant Service Charge will continue to be withdrawn from the Participant's Account in accordance with Section 3.08; during the last whole year of installment payments such charge shall be deducted as necessary from the last monthly installment payments made. 5. While monthly installment payments are being made, (a) the Participant may transfer amounts among the Investment Accounts other than the Guaranteed Rate Account maintained for the Participant pursuant to Section 3.01, but (b) no Contributions may be made for or by the Participant. 6. The Participant may elect by advance written notice to have Equitable cease making monthly installment payments and instead pay in a single sum to the Participant the sum of the Account Balances of the Participant's Investment Accounts minus a $5 processing charge. Upon making such payment Equitable will be released from any and all liability for payments with respect to the contributions made for the Participant from which the payment arose. 7. No monthly installment payment shall be of an amount greater than the sum of the Account Balances of the Participant's Investment Accounts immediately before the due date of such payment. ANNUITY BENEFITS -- (cont'd) 8. If the Participant dies while monthly installment payments are being made, a single sum death benefit will be paid to the Participant's beneficiary pursuant to Section 3.10 unless the Participant had elected any time prior to the Participant's death that payments under the periodic payment option are to continue in the event of his or her death, in which case the Participant's beneficiary shall receive the remaining periodic payments for the period elected by the Participant. Upon payment of such death benefit, Equitable will be released from any and all liability for payments with respect to the contributions made for the Participant from which the death benefit payment arose. SECTION 4.05 PAYMENT OF BENEFITS Any form of benefit elected by the Participant in accordance with Section 4.02 shall have the effect of providing that if the Participant dies before such Participant's interest has been distributed to such Participant, or if distribution has been commenced to such Participant's spouse, and such spouse dies before the entire interest has been distributed to such spouse, the entire interest (or the remaining part of such interest if the distribution thereof has commenced) will, within five years after the death of such Participant (or the death of such Participant's surviving spouse), be distributed. The preceding sentence shall not apply if distribution for period certain limited in accordance with Section 4.04 had commenced prior to the Participant's death. If a benefit payable under the Contract was based on information about the Participant's age, sex or identity that is subsequently found to be incorrect, such benefit will not be invalidated, but an adjustment on the basis of the correct information will be made in the amount of the benefit payments, or any amount used to provide the benefit, or any combination thereof. Overpayments by Equitable will be charged against and underpayments will be added to any payments thereafter falling due under the Contract with respect to the payee, with interest at the rate of 6% per year. The liability of Equitable with respect to a payee is limited to the correct information and the actual amounts used to provide the benefits then in force with respect to the payee under the Contract. With respect to any other statements required as a condition of issuing a certificate to a Participant pursuant to Section 5.09, except statements relating to the disability benefit in Section 3.10, the certificate shall be incontestable after it has been in force during the lifetime of the Participant for two years. If Equitable receives evidence satisfactory to it that (i) a payee entitled to receive any payment under the Contract is physically or mentally incompetent to receive such payment or is a minor, (ii) another person or an institution is then maintaining or has custody of such payee, and (iii) no guardian, committee, or other representative of the estate of such payee has been appointed, Equitable may make the payments (in the case of a minor, at a rate not exceeding $50 a month) to such other person or institution, and will thereupon be fully discharged from all liability with respect thereto. ANNUITY BENEFITS -- (cont'd) If an annuity form made available by Equitable provides for payments for a period certain, such as 120 or 180 months, and thereafter during the remaining lifetime of one person, or of at least one of two persons, a payee for payments thereunder may elect, without the concurrence of any other person, to receive the commuted value of any remaining payments, provided no person upon whose life the income depends is surviving. Evidence of each payee's survival must be furnished to Equitable either by personal endorsement of the check drawn for payment or by other means satisfactory to Equitable. Equitable will require satisfactory evidence of the age of any person upon whose life an annuity form depends. TABLE OF GUARANTEED ANNUITY PAYMENTS (Based on Age Nearest Birthday on Due Date of First Payment) Annuity Benefit Payable On The Full Cash Refund Annuity Form (Minimum Monthly Income Per $1000 of Account Balance) ANNUITY BENEFIT
AGE MALES FEMALES - ----- ------- --------- 60 $4.47 $4.12 61 4.55 4.19 62 4.65 4.27 63 4.74 4.36 64 4.85 4.45 65 4.95 4.54 66 5.07 4.64 67 5.18 4.74 68 5.31 4.85 69 5.44 4.97 70 5.58 5.09
Amounts applicable for ages or for annuity forms not shown will be calculated by Equitable on the same actuarial basis. PART V -- GENERAL PROVISIONS SECTION 5.01 CONTRACT The Contract constitutes the entire Contract between the parties and the provisions of the Contract alone will govern with respect to the rights and obligations of Equitable. The provisions of the Contract will be applied separately with respect to each Participant. Nothing in the enrollment form referred to in Section 1.02, the custodial agreement referred to in Section 5.08 nor any modification, amendment, or supplement to any such documents will in any way be construed to enlarge, change, vary or in any other way affect the obligations of Equitable as expressly provided in the Contract. The Contract may not be modified as to Equitable, nor may any of Equitable's rights or requirements be waived, except in writing and by an authorized officer of Equitable. The Contract may be changed by amendment or replacement upon agreement between the Contract Holder and Equitable without the consent of any other person provided that such change does not reduce any Cash Value, Account Balance, Annuity Value or Annuity Benefit provided before such change and provided that no rights, privileges or benefits which have accrued to any Participant under the Contract may be reduced or forfeited except by the express consent of such Participant. SECTION 5.02 STATUTORY COMPLIANCE Equitable reserves the right to amend the Contract without the consent of any other person in order to comply with applicable laws and regulations. Such right shall include, but shall not be limited to, the right to conform the Contract and any certificate to reflect changes in the Internal Revenue Code, or in regulations or published rulings of the Internal Revenue Service, so that each such certificate will continue to be an Annuity covered under Section 72 of the Internal Revenue Code. Any Annuity Benefit, Cash Value, Account Balance, or death or disability benefit available under a certificate issued pursuant to the Contract shall not be less than the minimum benefits required by any statute of the state in which the certificate is delivered. SECTION 5.03 ASSIGNMENTS AND NON-TRANSFERABILITY The entire interest of any Participant under the Contract is non-forfeitable. No interest of a Participant under the Contract may be sold, assigned, discounted, or pledged as collateral for a loan or as security for the performance of an obligation or for any other purpose to any person other than Equitable. No amount payable under the Contract may be assigned or encumbered by the payee and, to the extent permitted by law, no such amount will in any way be subject to any claim against such payee. GENERAL PROVISIONS -- (cont'd) SECTION 5.04 BENEFICIARY Each Participant, as of such Participant's Enrollment Date is to provide Equitable with an initial designation of a beneficiary or beneficiaries entitled to receive any payment with respect to such Participant becoming due to such Participant under the Contract. The Participant may change such designation from time to time. Any such designation or change will be made by written notice on a form satisfactory to Equitable. A change will, upon receipt at a designated Equitable Office, take effect as of the time the written notice was signed, whether or not the Participant is living on the date of receipt, but without further liability as to any payment or other settlement made by Equitable before receipt of such change. Unless otherwise specified in the designation, if a Participant has designated two or more persons as beneficiary, the beneficiary will be the designated person or persons who survive the Participant, and if more than one survive they will share equally. If upon the death of a person these is no designated beneficiary then living entitled to receive any single sum payment or any remaining periodic payments then becoming due to a beneficiary with respect to a Participant, Equitable shall pay such single sum payment or the commuted value of such periodic payments to the first surviving class of the following classes of successive preference beneficiaries: (a) the Participant's widow or widower, (b) the Participant's surviving children, (c) the executors or administrators of the person upon whose death the payment becomes due. Any commuted value shall be determined on the basis of compound interest at the rate determined by Equitable as consistent with the actuarial basis used in providing the annuity benefit. If the Participant so elects in writing, any amount that would otherwise be payable to the beneficiary in a single sum may be applied to provide an Annuity Benefit, on the form of annuity elected by the Participant with respect to the beneficiary, subject to Equitable's rules then in effect. If at the death of a Participant there is no election in effect to apply the Death Benefit to provide an Annuity Benefit, the beneficiary may make such an election. SECTION 5.05 FUTURE PARTICIPANTS Equitable reserves the right at its sole discretion to curtail or prohibit further enrollment as Participants under the Contract of any individuals who are not currently participating under the Contract as of such date of curtailment or prohibition. GENERAL PROVISIONS -- (cont'd) SECTION 5.06 DEFERMENT Except as provided in this Section, payments by Equitable from the Participant's Account pursuant to the provisions of Sections 3.06, 3.09, and Section 3.10 will be made within seven days after receipt of a written request for such surrender or withdrawal, or receipt of due proof of death or disability of the Participant. During any period when (i) the sale of securities or the determination of the Unit Value is not reasonably practicable because an emergency, defined by the Securities and Exchange Commission, exists, or the New York Stock Exchange is closed or trading on such Exchange is restricted, or (ii) the Securities and Exchange Commission may by order permit postponement for the protection of persons having interests in the Separate Account, Equitable reserves the right: (a) to defer payment of the Account Balance of a Participant's Investment Account other than the Guaranteed Rate Account; (b) to defer payment of any portion of a death or disability benefit arising from an amount in a Participant's Investment Account other than the Guaranteed Rate Account, or (c) in the event of (a) above, to defer application of such amounts to provide any Annuity Benefit permitted under the Contract. Payments by Equitable from the Guaranteed Rate Account pursuant to Section 3.06, Section 3.09 or Section 3.10 or any commuted payments arising from an annuity pursuant to Section 4.05 may be deferred for up to six months after receipt of a written request for such withdrawal or termination, receipt of due proof of disability or death of the Participant, or receipt of due documentation for such commutation. Interest at the applicable Guarantee Rate for the amount withdrawn will be allowed on any payment deferred for 30 days or more. SECTION 5.07 ANNUAL NOTICE As soon as practicable after the end of each calendar year Equitable, provided an Account is being maintained for the Participant at the end of such calendar year, will furnish the Participant with a notice showing as of a specified recent date (1) the total number of Units credited to each Investment Account other than the Guaranteed Rate Account, (2) the Unit Valu3e of such Investment Accounts, (3) the Accounts Balance of each Investment Account, (4) the sum of the Account Balances of each Investment Account, and (5) the Cash Values of the Guaranteed Rate Account. GENERAL PROVISIONS -- (cont'd) SECTION 5.08 CONTRACT HOLDER RESPONSIBILITY The sole responsibility of the Contract Holder is to serve as party to the Contract. The Contract Holder will have no responsibility for the administration of any plan, for payments to the Accounts, for any payments, distributions or duties hereunder. Equitable will deal with the Contract Holder in accordance with the terms and conditions of the custodial agreement pursuant to which the Contract Holder agreed to act as such and with the Contract and in such manner as the Contract Holder and Equitable may agree, without the consent of any other person. SECTION 5.09 CERTIFICATE Equitable will issue to each Participant an individual certificate setting forth a statement in substance of the benefits to which such Participant is entitled under the Contract. Nothing in the Contract will invalidate or impair any rights granted to a Participant in such certificates or under the New York Insurance Law. SECTION 5.10 DISQUALIFICATION In the event that an annuity purchased hereunder with respect to a Participant fails to qualify as an Annuity as described in Section 1.01, Equitable shall have the right, upon receiving notice of such fact before the Retirement Date, to terminate participation with respect to such Participant under the contract and pay to that Participant the sum of the Cash Values of the Participant's Guaranteed Rate Account and the Account Balances of the Participant's other Investment Accounts less a deduction for any applicable Participant Service Charge and for the appropriate part attributable to such Participant of any Federal income tax payable by Equitable which would not have been payable if such Participant had any annuity under the Contract. SECTION 5.11 PARTICIPATION IN SURPLUS The Contract and all other contracts in the same class of contracts shall be combined for the purpose of ascertaining the annual surplus of Equitable to be apportioned among such contracts as a dividend. Equitable shall determine the portion of such dividend to be allocated to the Contract; however, the amount thereof is expected to be minimal. Any amount allocated to the Contract shall be payable as of January 1 of the calendar year in which a dividend is apportioned. Dividends will be payable to the Participant's Account and allocated in accordance with the Account Balances in the Guaranteed Rate Accounts maintained for Participants under this Contract. Dividends will be assigned to the Guarantee of the shortest Duration to which contributions are being assigned during the Contribution Quarter when the dividend is paid. RIDER TO 300 SERIES IRA CERTIFICATE Effective as of the dates specified below, or your Participation Date, whichever is later, we have amended the Certificate issued under Group Annuity Contract AC 5361 as follows: 1. The Equitable office address on page 3 is amended as of November 1, 1985 to read as follows: "The Equitable Life Assurance Society P.O. Box 2509 General Post Office New York, New York 10116." 2. In Section 1.05 entitled "Retirement Date" the following amendments are made: A. As of November 1, 1985 the last sentence of the first paragraph is amended to read as follows: "Any election for such change must be made in writing by the Participant and shall not take effect until received by Equitable at: The Equitable Life Assurance Society, P.O. Box 2509, General Post Office, New York, New York 10116, or any other address that Equitable designates in written notice to the Participant." B. As of January 1, 1985 the second paragraph is amended to read as follows: "Any Retirement Date must be on the first day of a calendar month and no Retirement Date shall be earlier than the date of attainment of age 59 years and six months nor later than the first day of April following the calendar year in which the Participant attains age 70 years and six months." 3. In Section 1.06 entitled "Definitions Relating to Guaranteed Rate Account" the following amendments are made: A. The definition of "Guarantee Rate" in the fourth paragraph thereof is amended as of February 1, 1986 by deleting the phrase "15 days" and placing in lieu thereof the phrase "10 days". B. The following last sentence is added to the definition of "Guarantee Withdrawal Charge" in the sixth paragraph thereof, as of January 1, 1986, to read as follows: "The Withdrawal Charge will be deducted from the remaining amounts in the Participant's Guarantee after the withdrawal payment is processed; except the Withdrawal Charge may be deducted from the withdrawal payment if there is an insufficient amount in the Participant's Guarantee to pay such charge." 4. In Section 3.03 entitled "Contributions" the following amendments are made: A. Condition number 3 is amended as of February 1, 1986 by deleting the phrase "fifteen calendar days" both places it appears and by placing in lieu thereof the phrase "twenty calendar days." B. A new condition number 6 is added as of January 1, 1985 to read as follows: "6. No contributions, other than cash contributions, will be accepted." 5. In Section 3.04 entitled "Allocations" condition number 4 is amended as of February 1, 1986 by deleting the phase "fifteen calendar days" in the second sentence thereof and by placing in lieu thereof the phrase "twenty calendar days." 6. In Section 3.05 entitled "Transfers" condition number 4 is amended as of February 1, 1986 by deleting the phrase "fifteen calendar days" in both places it appears and by placing in lieu thereof the phrase "twenty calendar days." 7. In Section 3.06 entitled "Partial Withdrawals" the second paragraph is amended as of January 1, 1986 by deleting the first sentence therein and replacing it with the following two sentences: "Upon partial withdrawal, Equitable will pay the Participant the lesser of (i) the amount of partial withdrawal requested or (ii) the sum of the Account Balance of his Investment Accounts other than the Guaranteed Rate Account. A processing charge of $5 will be deducted from the remaining Account Balances of the Participant's Investment Accounts after the partial withdrawal payment is processed; however, the processing charge may instead be deducted from the partial payment." 8. In Section 3.10 entitled "Death or Disability Benefit" the following amendments are made: A. As of November 1, 1985 a new last sentence is added to the first paragraph to read as follows: "Due proof of such death or disability must be received by Equitable at: The Equitable Life Assurance Society, P.O. Box 2509, General Post Office, New York, New York 10116, or any other address Equitable designates in written notice ot the Participant." B. The second paragraph is amended as of January 1, 1986 to read as follows: "Payment to the Participant or the beneficiary may be deferred by Equitable in accordance with the provisions of Section 5.06." 9. In Section 3.11 entitled "Optional Modes of Settlement" the first paragraph is amended as of January 1, 1985 to read as follows: "Any Participant may elect that the whole or any part of any amount that would otherwise be payable to the Participant's designated beneficiary in a single sum be paid to such beneficiary under an optional mode of settlement, subject to the provisions of Section 4.05 and to Equitable's rules in effect at the time of election. A beneficiary may make such an election after the Participant's death if no such election made by the Participant is then in effect." 10. In Section 4.02 entitled "Election and Commencement of Annuity Benefits" new paragraphs five, six and seven are added as of January 1, 1985 to read as follows: "Notwithstanding anything in the Certificate and the Contract to the contrary, the entire value of the Participant's Accounts (less applicable charges as determined by Equitable pursuant to the terms of the Contract and the Certificate) will be distributed or commence to be distributed no later than the Participant's Retirement Date in equal or substantially equal amounts over (a) the life of such Participant, or the lives of such Participant and his designated beneficiary, or (b) a period not extending beyond the life expectancy of such Participant, or the joint and last survivor expectancy of such Participant and his designated beneficiary. "If the Participant's Accounts (less applicable charges as determined by Equitable pursuant to the terms of the Contract and Certificate) are to be distributed in other than a lump sum, then the amount to be distributed each year (commencing with the Participant's Retirement Date and each anniversary thereafter) must be at least an amount equal to the quotient obtained by dividing the Amount Applied by the life expectancy or joint and last survivor expectancy of the Participant and his designated beneficiary. "Life expectancy and joint and last survivor expectancy shall be computed by use of the return multiples contained in Section 1.72-9 of the Income Tax Regulations. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the Participant or the joint and last survivor expectancy of the Participant and his spouse may be recalculated once each year. The life expectancy of a beneficiary other than the Participant's spouse may not be recalculated after distribution has commenced." 11. In Section 4.04 entitled "Period Distribution Option" the following amendments are made: A. The first paragraph is amended as of January 1, 1985 to read as follows: "The Participant may elect pursuant to Section 4.02 to receive the Account Balance of each of the Participant's Investment Accounts other than the Guaranteed Rate Account under the periodic distribution option. Such option, subject to the conditions set forth in the following paragraph, provides a series of monthly installment payments over a number of whole years beginning as of the Participant's Retirement Date, such number of whole years being the lesser of (i) the number of whole years designated by the Participant before the Participant's Retirement Date and (ii) the number of years equal to the greater of the life expectancy of the Participant and the joint and last survivor expectancy of the Participant and the Participant's designated beneficiary as of the Participant's Retirement Date, rounded to the next lower whole year. Life expectancy and joint and last survivor expectancy are computed by use of the return multiples contained in Section 1.72-9 of the Income Tax Regulations. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the Participant or the joint and last survivor expectancy of the Participant and his spouse may be recalculated once each year. The life expectancy of a beneficiary other than the Participant's spouse may not be recalculated after distribution has commenced." B. The last sentence of Condition number 2 is amended as of January 1, 1986 by deleting it and replacing it with the following two sentences: "2. The amount of each such monthly installment payment shall be determined by dividing the sum of the Account Balances of the Participant's Investment Accounts as of the first day of each such month by the number of months then remaining under the periodic distribution option. A monthly transaction charge of $1.50 will be deducted proportionately from the remaining Account Balances of the Participant's Investment Accounts after each such monthly installment payment is determined, provided, however, that the transaction charge of $1.50 may be deducted from the last payment made." C. Condition number 3 is amended as of January 1, 1986 to read as follows: "3. Each monthly installment payment will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each such Investment Account immediately before such payment is made." 12. In Section 4.05 entitled "Payment of Benefits" the first paragraph is deleted and the following paragraphs are inserted in its place as of January 1, 1985 to read as follows: "With regard to any form of benefit elected in accordance with Section 4.02, if the Participant dies before the entire interest is distributed, the following distribution provisions shall apply: "(a) if the Participant dies after distribution of his interest in the Accounts has commenced, the remaining portion of such interest will continue to be distributed at least as rapidly as under the method of distribution being used prior to the Participant's death. If a distribution for a period certain in accordance with Section 4.04 had commenced prior to the Participant's death, then the distribution shall be made to the Participant's beneficiary, limited in accordance with the option selected. "(b) If the Participant dies before distribution of his interest in the Accounts commences, the Participant's entire interest will be distributed in accordance with one of the following four provisions: "(1) The Participant's entire interest will be paid within five (5) years after the date of the Participant's death. "(2) If the Participant's interest is payable to a beneficiary designated by the Participant and the Participant has not elected (1) above, then the entire interest will be distributed in substantially equal installments over the life or life expectancy of the designated beneficiary commencing no later than one (1) year after the date of the Participant's death. The designated beneficiary may elect at any time to receive greater payments. "(3) If the designated beneficiary of the Participant is the Participant's surviving spouse, the spouse may elect within the five year period commencing with the Participant's date of death to receive equal or substantially equal payments over the life or life expectancy of the surviving spouse commencing at any date prior to the date on which the deceased Participant would have attained the age of 70 1/2. The surviving spouse may accelerate these payments at any time, i.e., increase the frequency or amount of such payments. "(4) If the designated beneficiary is the Participant's surviving spouse, the spouse may treat the Participant's Accounts as his or her own individual retirement arrangement (IRA). This election will be deemed to have been made if such surviving spouse makes a regular IRA contribution to the Accounts, makes a rollover to or from such Accounts, or fails to elect any of the above three provisions. "(c) for purposes of the above, payments will be calculated by use of the return multiples specified in Section 1.72-9 of the Income Tax Regulations. Life expectancy of a surviving spouse may be recalculated annually if Equitable allows such recalculation pursuant to its rules in effect at the time. In the case of any other designated beneficiary, life expectancy will be calculated at the time payment first commences and payments for any 12-consecutive month period will be based on such life expectancy minus the number of whole years passed since distribution first commenced. "(d) For purposes of this requirement, any amount paid to a child of the Participant will be treated as if it had been paid to the surviving spouse if the remainder of the interest becomes payable to the surviving spouse when the child reaches the age of majority." 13. In Section 5.04 entitled "Beneficiary" the fifth paragraph is amended as of January 1, 1985 to read as follows: "If the Participant so elects in writing, any amount that would otherwise be payable to the beneficiary in a single sum may be applied to provide an Annuity Benefit, on the form of annuity elected by the Participant with respect to the beneficiary subject to the provisions of Section 4.05 and to Equitable's rules then in effect. If at the death of a Participant there is no election in effect to apply the Death Benefit to provide an Annuity Benefit, the beneficiary may make such an election subject to the provisions of Section 4.05 and Equitable's rules then in effect." EX-4.(D)(2) 15 RIDER PF 96,000 TO VARIABLE ANNUITY CERTIFICATE. [STATE OF NEW YORK INSURANCE DEPARTMENT LETTERHEAD] June 30, 1987 Refer to: John S. Fitzgerald File No. 87061189-90 Ms. Charlotte T. Meineke Assistant Vice President Equitable Life Assurance Society of the United States 787 Seventh Avenue New York, NY 10019 RE: Group Annuity Contract Rider Form PF 96,000 Group Annuity Certificate Rider Form PF 96,100 Dear Ms. Meineke: Thank you for your letter of June 24, 1987 in response to our letter of May 20, 1987. Please note that in accordance with the third item of your letter, we have entered PF 96,000 and PF 96,100 into our records and have assigned them control no. 87061189-90, and we have closed the file on PF 95,000 and PF 95,100 as discussed in our letter of May 20, 1987. We appreciate the explanation regarding the change to the contract and certificate which makes the participant responsible for maintaining records as to the amount of contributions which are deductible and non-deductible. We agree that the determination as to whether a contribution is deductible or non-deductible can only be made when the participant completes his or her federal tax return for the year. Consequently, it appears that the procedure you described in your letter is acceptable regarding the identification of the contributions as being deductible or non-deductible. Under the sliding scale of eligibility for IRA contributions under the Tax Reform Act of 1986, it appears that the eligibility for deductible contributions can be determined only at the end of the tax year and that prudence requires that the decision regarding deductibility of contributions be reserved to the participant. It does seem necessary, however, for the Equitable to notify the participant of his or her responsibility of maintaining records regarding the deductibility or non-deductibility of contributions for each tax year, and in this regard we accept your Company's commitment to this effort. We thank you for the copy of the February 10, 1987 letter from Mr. Leonard McVity to Mr. C. Bowman Strome, Jr. advising that the Plan of Operations was approved restructuring the 300 Series Separate Accounts into a Single Separate Account No. 301, which will be organized as a unit investment trust. We are placing a copy of this letter in our file. In regard to our comment regarding the incorporation by reference of the prospectus, we note the deletion of the incorporation by reference language in the rider to the certificate. Your letter indicated that each participant will receive a copy of the prospectus of the trust at the time he or she receives prospectus for the product. Your letter also advised that a typographical error on page 4 of the rider to the certificate was corrected. It appears that all of our questions and comments have been satisfactorily answered or changes made in the riders as requested, and consequently, we are now in a position to grant our approval to these contract and certificate riders. The above captioned forms are approved as of this date. Duplicates, bearing our stamp of approval, are enclosed herewith. Very truly yours, /s/ Fredric L. Bodner, JD Fredric L. Bodner, JD Chief - Health & Life Policy Bureau JSF/tks encs. RIDER TO 300 SERIES GROUP IRA CONTRACT Effective as of the later of the date specified below or the Participant's Enrollment Date, we have amended Group Annuity Contract AC 5361 as follows: 1. Effective as of May 1, 1987, the last paragraph on Page 1 is hereby amended to read as follows: "ASSETS HELD IN CONNECTION WITH THE CONTRACT MAY BE HELD IN ONE OR MORE INVESTMENT DIVISIONS OF THE SEPARATE ACCOUNT MAINTAINED BY EQUITABLE AND MAY INCREASE OR DECREASE IN VALUE AS DESCRIBED IN THE CONTRACT." 2. Effective as of May 1, 1987, the Equitable office address on page 3 is hereby amended to read as follows: "The Equitable Life Assurance Society P.O. Box 182093 Columbus, Ohio 43218" PF 96,000 -2- 3. In Section 1.05 entitled "Retirement Date" the following amendments are made: A. Effective as of May 1, 1987, the last sentence of the first paragraph is hereby amended to read as follows: "Any election for such change must be made in writing by the Participant and shall not take effect until received by Equitable at: The Equitable Life Assurance Society, P.O. Box 182093, Columbus, Ohio 43218, or any other address that Equitable designates in written notice to the Participant." B. Effective as of January 1, 1985, the second paragraph is hereby amended to read as follows: "Any Retirement Date must be on the first day of a calendar month and no Retirement Date shall be earlier than the date of the Participant's attainment of age 59 years and 6 months and not later than the first day of April following the calendar year in which the Participant attains the age of 70 years and 6 months." -3- 4. In Section 1.06 entitled "Definitions Relating to the Guaranteed Rate Account" the following amendments are made: A. Effective as of February 1, 1986, the definition of "Guarantee Rate" in the fourth paragraph thereof is hereby amended by deleting the phrase "15 days" and by substituting the phrase "10 days". B. Effective as of January 1, 1986, the following last sentence is added in the second paragraph of the definition of "Guarantee Withdrawal Charge" as follows: "The Withdrawal Charge will be deducted from the remaining amounts in the Participant's Guarantee after the withdrawal payment is processed, except the Withdrawal Charge may be deducted from the withdrawal payment if there is an insufficient amount in the Participant's Guarantee to pay such charge." 5. Effective as of May 1, 1987, Part I entitled "Definitions" is hereby amended by adding the following Section 1.08 at the end thereof: "SECTION 1.08. REORGANIZATION DATE The term "Reorganization Date" means May 1, 1987." -4- 6. Effective as of May 1, 1987, Part II entitled "The Separate Accounts" is hereby amended to read as follows: "PART II - THE SEPARATE ACCOUNT AND ITS INVESTMENT DIVISIONS SECTION 2.01 THE SEPARATE ACCOUNT AND ITS INVESTMENT DIVISIONS The term "Separate Account" means the Separate Account No. 301 established by Equitable and maintained under the laws of the State of New York. Realized and unrealized gains and losses from the assets of the Separate Account are credited or charged against it without regard to other income, gains or losses of Equitable. Assets are put in the Separate Account to support the Contract and other variable annuity contracts and certificates. Assets may be put in the Separate Account for other purposes, but not to support contracts, policies or other agreements which are not variable in form. On the Reorganization Date, Equitable exercised its rights under the Contract to operate Separate Account Nos. 301, 302, 303 and 304 (collectively, the "Predecessor Separate Accounts") as a unit investment trust under the Investment Company Act of 1940. As a -5- result, the Predecessor Separate Accounts have been combined with and into the Separate Account. The Separate Account now operates in unit investment form and consists of investment divisions ("Investment Divisions"). Each of the Investment Divisions may invest its assets in a separate class of shares of a designated investment company in which each class represents a separate portfolio in the investment company. The Investment Divisions available on the Reorganization Date were the Money Market Division, the Stock Division, the Bond Division, the Balanced Division, the Aggressive Stock Division, the High Yield Division and the Global Division. On the Reorganization Date, the investment assets and liabilities of the Predecessor Separate Accounts were transferred to the Separate Account which transferred its investment assets and liabilities to the corresponding funds (the "Funds") of the Harmony Investment Trust (the "Trust"). The transfer to the Funds did not change the Participant's existing Account Balances on the date of transfer. As of the Reorganization Date, the Money Market Division holds shares of the Money Market Fund, the Stock Division holds shares of the Common Stock Fund, the Bond Division holds shares of the Bond Fund and the Balanced -6- Division holds shares of the Balanced Fund. Subsequent to the Reorganization Date, the Aggressive Division will hold shares of the Aggressive Fund, the High Yield Division will hold shares of the High Yield Fund and the Global Division will hold shares of the Global Fund. The assets of the Separate Account are the property of Equitable. The portion of assets in the Separate Account equal to the reserves and other contract liabilities with respect to the Separate Account will not be chargeable with liabilities arising out of any other business conducted by Equitable. Equitable reserves the right to transfer assets of an Investment Division in excess of the reserves and other liabilities with respect to that Investment Division to another Investment Division or to the general assets of Equitable ("General Account"), which supports the guarantees of the Contract and other contracts. Equitable may, at its discretion, make other Investment Divisions available to Participants. Equitable will provide Participants with written notice of all material details covering investment objectives and all charges, which may include expenses and fees, if any, incurred by the investment company. Equitable reserves the right, subject to compliance with applicable law, including approval of the Contract -7- Holder or Participants, if required, (1) to cause the registration or deregistration of the Separate Account under the Investment Company Act of 1940, (2) to operate the Separate Account under the direction of a committee and to discharge such committee at any time, (3) to restrict or eliminate any voting rights of Participants or other persons who have voting rights as to the Separate Account, (4) to add, change or remove the designated investment company, (5) to add, change or remove Investment Divisions, (6) to combine any two or more Investment Divisions, (7) to transfer assets from any one of the Investment Divisions to another Investment Division, and (8) to operate the Separate Account or one or more of the Investment Divisions by making direct investments or in any other form Equitable in its sole discretion determines. The term "Investment Division" refers to any other Investment Division in which the assets of a class of certificates to which the Contract belongs are placed. Equitable may, however, at its discretion, invest the assets of the Separate Account or one or more of the Investment Divisions in any investment permitted by applicable law. Equitable may rely conclusively on the opinion of counsel (including attorneys in its employ) as to what investments it is permitted by law to make. In addition, unless otherwise required by law or -8- regulation, an investment adviser or any investment policy may not be changed without the consent of Equitable. If any of the above changes result in a material change in the underlying investments of an Investment Division of the Separate Account, Equitable will notify the Participant of such change. If the Participant has value in that Investment Division, the Participant may request Equitable in writing to transfer that value from that Investment Division (without charge) to another Investment Division of the Separate Account, and may additionally change the allocation percentages applicable to future Contributions made for him or her. Equitable will value the assets of each Investment Division on each Business Day, in accordance with the provisions of Section 2.02. Assets of the Investment Divisions are subject to charges, to be made as described in the Net Assets provision of Section 2.02. SECTION 2.02 DEFINITIONS RELATING TO THE INVESTMENT DIVISIONS. -9- VALUATION PERIOD. For an Investment Division, the "Valuation Period" starts at the end of each Business Day and ends at the corresponding time on the next Business Day, and includes any non-business day or consecutive non-business days immediately preceding such Business Day. A "Business Day" is each weekday, excluding business holidays or other days on which changes in the value of securities held by the Separate Account (or any Investment Division) will not materially affect a Participant's value in the Separate Account (or such Investment Division). NET ASSETS: For an Investment Division, the "Net Assets" equal the value of the assets in the Investment Division at the close of business of a Valuation Period, minus the sum of (1) Expenses, and (2) any amount charged against the Investment Division in such Valuation Period for taxes or for amounts set aside by Equitable as a reserve for taxes attributable to the maintenance or operation of the Investment Division. The net asset value of a designated investment company's shares held in each Investment Division shall be the value reported to Equitable by such investment company. NET INVESTMENT FACTOR. For an Investment Division, the "Net Investment Factor" for a Valuation Period is - 10 - (1) The Net Assets at the close of business of that Valuation Period, prior to giving effect to any amounts allocated to or withdrawn from the Investment Division during that Valuation Period, divided by (2) the Investment Division's Net Assets at the close of business of the preceding Valuation Period. UNIT. The "Unit" is a unit used in determining the value of a Participant's interest in an Investment Division for the period during which the Participant has contributions allocated to such Investment Division. UNIT VALUE. The "Unit Value" for each Investment Division on the first day contributions are allocated to the Separate Account will be equal to the Unit Value of the corresponding Predecessor Separate Account for the preceding Valuation Period multiplied by the Net Investment Factor applicable to such Investment Division. The Unit Value for each Investment Division for which there is no Predecessor Separate Account will be equal to $10.00 on the first day contributions are allocated to such Investment Division. The Unit Value for each subsequent Valuation Period with respect to an Investment Division is the Unit Value for the immediately preceding Valuation Period multiplied by the Net Investment Factor for such subsequent Valuation Period. - 11 - EXPENSES: For a Valuation Period, the Expenses which may be charged to an Investment Division are as follows: (1) Any amount charged against the Investment Division by Equitable during such Valuation Period to cover certain expenses incurred in the operation of the Separate Account and the Investment Divisions, including, but not limited to, taxes, interest, Securities and Exchange Commission charges and certain related expenses including printing of registration statements and amendments, outside auditing and legal expenses and certain costs of maintaining participant services, including recordkeeping services. (2) The daily charge against the Investment Division for each day in such Valuation Period for administrative expense charges, calculated on the basis of an effective annual rate of 0.25% of the value of the assets in the Investment Division. If the aggregate expenses of an Investment Division for a calendar year (including the charges described in sub-paragraphs (1) and (2) of this definition and investment advisory fees of the Trust ("Investment Advisory Fee") and certain other expenses attributable to - 12 - the assets of the Investment Division invested in a corresponding Fund of the Trust, but excluding interest, taxes, brokerage and, with the consent of appropriate state regulatory authorities, extraordinary expenses) exceed a charge determined on the basis of an effective annual rate of (i) 1.0% of the value of the Money Market Division's average daily Net Assets in such Investment Division during such calendar year, or (ii) 1.5% of the value of the Stock Division, the Bond Division or the Balanced Division's average daily Net Assets in such Investment Division during such calendar year, then Equitable shall reimburse such Investment Division for the excess charged to such Investment Division. Notwithstanding anything to the contrary, if a Participant's Enrollment Date is prior to the Reorganization Date, the Investment Advisory Fee chargeable to such Participant's proportionate Account Balances invested in the corresponding Fund on each day in such Valuation Period, shall not exceed a charge, determined on the basis of an effective annual rate of (i) as to the Money Market Fund and the Bond Fund, 0.35% of the first $250 million, 0.325% of the next $250 million and 0.30% of the amount in excess of $500 million of the value of the assets of the Separate Account then invested in such Fund, and (ii) as to the Common Stock Fund and the Balanced Fund, 0.50% of the first $250 million, 0.45% of the next $250 million and 0.40% of the amount in excess of - 13 - $500 million of the value of the assets of the Separate Account then invested in such Fund." 7. In Section 3.01 entitled "Accounts" the following amendments are made: A. Effective as of May 1, 1987, the last sentence of the first paragraph is hereby amended to read as follows: "Any amounts allocated to an Investment Account will either become part of the General Account or part of an Investment Division of the Separate Account applicable to that Investment Account, as follows:" B. Effective as of May 1, 1987, the chart is hereby amended to read as follows: "Investment Accounts Applicable Investment Medium ------------------------ ---------------------------- Guaranteed Rate Account General Account Money Market Investment Money Market Account Division Stock Investment Account Stock Division Bond Investment Account Bond Division Balanced Investment Account Balanced Division Aggressive Stock Investment Aggressive Account Division High Yield Investment High Yield Account Division Global Investment Account Global Division" - 14 - C. Effective as of May 1, 1987, the last paragraph is hereby amended to read as follows: "Any amounts withdrawn from these Investment Accounts will no longer be part of the General Account or the applicable Investment Division." 8. Effective as of May 1, 1987, in Section 3.02 entitled "Account Balances of Investment Accounts" the first sentence is hereby amended by deleting the term "Separate Account" and by substituting the term "Investment Division". 9. In Section 3.03 entitled "Contributions" the following amendments are made: A. Effective as of February 1, 1986, condition number 3 is amended by deleting the phrase "fifteen calendar days" both places it appears and by substituting the phrase "twenty calendar days." B. Effective as of January 1, 1985, a new condition number 6 is added to read as follows: "6. No contributions, other than cash contributions, will be accepted." - 15 - C. Effective as of January 1, 1987, a new condition 7 is added to read as follows: "7. The Participant shall be responsible, for tax purposes, for maintaining records as to the amount of contributions which are deductible and non-deductible made by or on behalf of such Participant." 10. In Section 3.04 entitled "Allocations" the following amendments are made: A. Effective as of May 1, 1987, condition number 3 is hereby amended to read as follows: "Any contribution made without appropriate direction as to its allocation will be allocated to the Participant's Money Market Investment Account." B. Effective as of February 1, 1986, condition number 4 is hereby amended by deleting the phrase "fifteen calendar days" in the second sentence thereof and by substituting the phrase "twenty calendar days". C. Effective as of May 1, 1987, the following new paragraph is hereby added to the end thereof: "For individuals who are Participants on the Reorganization Date, allocations of contributions - 16 - made after the Reorganization Date will be on the basis of the allocation percentages in effect immediately before the Reorganization Date unless changed by such Participant in accordance with the foregoing provisions of this Section. Accordingly, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 301 will be allocated to the Money Market Division, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 302 will be allocated to the Stock Division, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 303 will be allocated to the Bond Division, and contributions which would otherwise have been allocated to the Predecessor Separate Account No. 304 will be allocated to the Balanced Division. Contributions which were allocated to the Participant's General Rate Account will continue to be allocated to the General Rate Account." 11. Effective as of February 1, 1986, in Section 3.05 entitled "Transfers" condition number 4 is hereby amended by deleting the phrase "fifteen calendar days" in both places it appears and by substituting the phrase "twenty calendar days". - 17 - 12. Effective as of January 1, 1986, in Section 3.06 entitled "Partial Withdrawals" the second paragraph is hereby amended by deleting the first sentence therein and replacing it with the following two sentences: "Upon partial withdrawal, Equitable will pay the Participant the lesser of (i) the amount of partial withdrawal requested or (ii) the sum of the Account 301 Balances of his Investment Accounts other than the Guaranteed Rate Account. A process charge of $5 will be deducted from the remaining Account Balances of the Participant's Investment Accounts after the partial withdrawal payment is processed; provided, however, the processing charge may instead be deducted from the partial payment." 13. In Section 3.10 entitled "Death or Disability Benefit" the following amendments are made: A. Effective as of January 1, 1987, the first sentence is hereby amended by deleting the reference to "Section 408(f)(3)" and by substituting reference to "Section 72(m)(7)". B. Effective as of May 1, 1987, a new last sentence is added to the first paragraph to read as follows: "Due proof of such death or disability must be received by Equitable at: The Equitable Life - 18 - Assurance Society, P.O. Box 182093, Columbus, Ohio 43218, or any other address Equitable designates in written notice to the Participant." C. Effective as of January 1, 1986, the second paragraph is hereby amended to read as follows: "Payment to the Participant or the beneficiary may be deferred by Equitable in accordance with the provisions of Section 5.06." 14. In Section 3.11 entitled "Optional Modes of Settlement" the following amendments are made: A. Effective as of January 1, 1985, the first paragraph is hereby amended to read as follows: "Any Participant may elect that the whole or any part of any amount that would otherwise be payable to the Participant's designated beneficiary in a single sum be paid to such beneficiary under an optional mode of settlement, subject to the provisions of Section 4.05 and to Equitable's rules in effect at the time of election. A beneficiary may make such an election after the Participant's death if no such election made by the Participant is then in effect." - 19 - B. Effective as of May 1, 1987, the last sentence of the third paragraph is hereby amended to read as follows: "Any election, designation, revocation or change shall be effective as of the date written notice thereof is received by Equitable at: The Equitable Life Assurance Society, P.O. Box 182093, Columbus, Ohio 43218, or any other address that Equitable designates in written notice to the Participant." 15. Effective as of May 1, 1987, in Section 4.01 entitled "Annuity Benefit" the second paragraph is hereby amended to read as follows: "The term "Annuity Value" means the amount, determined on the Participant's Retirement Date, equal to the sum of the Account Balances of the Participant's Investment Accounts and the Cash Value of the Participant's Guaranteed Rate Account." 16. Effective as of January 1, 1985, Section 4.02 entitled "Election and Commencement of Annuity Benefits" is hereby amended by adding the following paragraphs at the end thereof: "Notwithstanding anything in the Contract to the contrary, the entire value of the Participant's - 20 - Accounts (less applicable charges as determined by Equitable pursuant to the terms of the Contract) will be distributed or commence to be distributed no later than the Participant's Retirement Date in equal or substantially equal amounts over (a) the life of such Participant, or the lives of such Participant and his designated beneficiary, or (b) a period not extending beyond the life expectancy of such Participant, or the joint and last survivor life expectancy of such Participant and his designated beneficiary. If the Participant's Accounts (less applicable charges as determined by Equitable pursuant to the terms of the Contract) are to be distributed in other than a lump sum, then the amount to be distributed each year (commencing with the Participant's Retirement Date and each anniversary thereafter) must be at least an amount equal to the quotient obtained by dividing the Amount Applied by the life expectancy or the joint and last survivor life expectancy of the Participant and his designated beneficiary. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the Participant or the joint and last survivor life expectancy of the Participant and his spouse may be - 21 - recalculated once each year. The life expectancy of a beneficiary other than the Participant's spouse may not be recalculated after distribution has commenced." 17. In Section 4.04 entitled "Periodic Distribution Option" the following amendments are made: A. Effective as of January 1, 1985, the first paragraph is hereby amended to read as follows: "The Participant may elect pursuant to Section 4.02 to receive the Account Balance of each of the Participant's Investment Accounts other than the Guaranteed Rate Account under the periodic distribution option. Such option, subject to the conditions set forth in the following paragraph, provides a series of monthly installment payments over a number of whole years beginning as of the Participant's Retirement Date, such number of whole years being the lesser of (i) the number of whole years designated by the Participant before the Participant's Retirement Date and (ii) the number of years equal to the greater of the life expectancy of the Participant and the joint and last survivor life expectancy of the Participant and the Participant's designated beneficiary as of the Participant's Retirement Date, rounded to the - 22 - next lower whole year. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the Participant or the joint and last survivor life expectancy of the Participant and his spouse may be recalculated once each year. The life expectancy of a beneficiary other than the Participant's spouse may not be recalculated after distribution has commenced." B. Effective as of January 1, 1986, the last sentence of condition number 2 is hereby amended by deleting it and replacing it with the following two sentences: "2. The amount of each such monthly installment payment shall be determined by dividing the sum of the Account Balances of the Participant's Investment Accounts as of the first day of each such month by the number of months then remaining under the periodic distribution option. A monthly transaction charge of $1.50 will be deducted proportionately from the remaining Account Balances of the Participant's Investment Accounts after each such monthly installment payment is determined; provided, however, that - 23 - the transaction charge of $1.50 may be deducted from the last payment made." C. Effective as of January 1, 1986, condition number 3 is hereby amended to read as follows: "3. Each monthly installment payment will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each such Investment Account immediately before such payment is made." 18. Effective as of January 1, 1985, in Section 4.05 entitled "Payment of Benefits" the first paragraph is deleted and the following paragraphs are inserted in its place, to read as follows: "With regard to any form of benefit elected in accordance with Section 4.02, if the Participant dies before the entire interest is distributed, the following distribution provisions shall apply: (a) If the Participant dies after distribution of his interest in the Accounts has commenced, the remaining portion of such interest will - 24 - continue to be distributed at least as rapidly as under the method of distribution being used prior to the Participant's death. If a distribution for a period certain in accordance with Section 4.04 had commenced prior to the Participant's death, then the distribution shall be made to the Participant's beneficiary, limited in accordance with the option selected. (b) If the Participant dies before distribution of his interest in the Accounts commences, the Participant's entire interest will be distributed in accordance with one of the following four provisions: (1) The Participant's entire interest will be paid within 5 years after the date of the Participant's death. (2) If the Participant's interest is payable to a beneficiary designated by the Participant and the Participant has not elected (1) above, then the entire interest will be distributed in substantially equal installments over -25 - the life or life expectancy of the designated beneficiary commencing no later than one year after the date of the Participant's death. The designated beneficiary may elect at any time to receive greater payments. (3) If the designated beneficiary of the Participant is the Participant's surviving spouse, the spouse may elect within the 5 year period commencing with the Participant's date of death to receive equal or substantially equal payments over the life or life expectancy of the surviving spouse commencing on any date prior to the date on which the deceased Participant would have attained the age of 70 1/2. The surviving spouse may accelerate these payments at any time, by either increasing the frequency or amount of such payments. (4) If the designated beneficiary is the Participant's surviving spouse, the surviving spouse may treat the - 26 - Participant's Accounts as his or her own individual retirement account ("IRA"). This election will be deemed to have been made if such surviving spouse makes a regular IRA contribution to the Accounts, makes a rollover to or from such Accounts, or fails to elect any of the above three provisions. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the surviving spouse may be recalculated once each year. The life expectancy of a beneficiary other than the surviving spouse will be determined at the time payment first commences and payments for any 12-consecutive month period will be based on such life expectancy minus the number of whole years passed since distribution first commenced. The life expectancy of a beneficiary other than the surviving spouse may not be recalculated after distribution has commenced. (d) For purposes of this requirement, any amount paid to a child of the Participant will be - 27 - treated as if it had been paid to the Participant's surviving spouse if the remainder of the interest becomes payable to the surviving spouse when the child reaches the age of majority." 19. Effective as of January 1, 1985, in Section 5.04 entitled "Beneficiary" the fifth paragraph is hereby amended to read as follows: "If the Participant so elects in writing, any amount that would otherwise be payable to the beneficiary in a single sum may be applied to provide an Annuity Benefit, on the form of annuity elected by the Participant with respect to the beneficiary, subject to the provisions of Section 4.05 and to Equitable's rules then in effect. If at the death of a Participant there is no election in effect to apply the Death Benefit to provide an Annuity Benefit, the beneficiary may make such an election subject to the provisions of Section 4.05 and Equitable's rules then in effect." EX-4.(D)(3) 16 RIDER NO. PF 10,000 TO GROUP VARIABLE ANNUITY CONTRACT. Consolidated Rider To 300+ Series Group IRA Contract Effective as of the later of the date specified below or the Participant's Enrollment Date, we have amended Group Annuity Contract AC 5361 as follows: 1. Effective July 26, 1992, the date on which Equitable converted from a mutual life insurance company to a stock life insurance company, the phrase "A Mutual Company Organized July 26, 1859" which appears on the cover page of the Contract after Equitable's title, is deleted. 2. Effective as of May 1, 1987, the last paragraph on Page 1 is hereby amended to read as follows: "ASSETS HELD IN CONNECTION WITH THE CONTRACT MAY BE HELD IN ONE OR MORE INVESTMENT DIVISIONS OF THE SEPARATE ACCOUNT MAINTAINED BY EQUITABLE AND MAY INCREASE OR DECREASE IN VALUE AS DESCRIBED IN THE CONTRACT." 3. Effective as of March 21, 1994, Section 1.02 entitled "Participant" is amended by replacing (i) with the following: "(i) a person who has been enrolled by Equitable under the Contract through a Supplemental Agreement" 4. Effective as of March 21, 1994, Section 1.03 entitled "Group" is amended by replacing the term "Administrative Agreement" with the term "Supplemental Agreement." 5. Effective as of March 21, 1994, in Section 1.04 entitled "Administrative Agreement", the following amendments are made: A. The title "Administrative Agreement" is changed to read "Supplemental Agreement." B. The first sentence is amended to read as follows: "The term 'Supplemental Agreement' means any written understanding between the Group and Equitable which, among other things, may describe..." 6. In Section 1.05 entitled "Retirement Date" the following amendments are made: A. Effective as of March 21, 1994, the last sentence of the first paragraph is hereby amended to read as follows: Page 1 "Any election for such change must be made in writing by the Participant and shall not take effect until received by Equitable at the Equitable office address specified in the certificate issued to the Participant in accordance with Section 5.09, or any other address that Equitable designates in written notice to the Participant." B. Effective as of January 1, 1985, the second paragraph is hereby amended to read as follows: "Any Retirement Date must be on the first day of a calendar month and no Retirement Date shall be earlier than the date of the Particpant's attainment of age 59 years and 6 months and not later than the first day of April following the calendar year in which the Participant attains the age of 70 years and 6 months." 7. In Section 1.06 entitled "Defintions Relating to the Guarantee Rate Account" the following amendments are made: A. Effective as of March 21, 1994, the paragraph entitled Guarantee Rate is amended to read as follows: "Guarantee Rate: The Guarantee Rate for a particular Guarantee is the effective annual rate of interest applicable throughout the Duration of that Guarantee. The open period for such a Guarantee Rate will be from the date it is declared through the last day of the Contribution Quarter or until Equitable establishes a new Guarantee Rate during such Contribution Quarter. Equitable will establish and announce the first Guarantee Rate of a given Contribution Quarter at least 10 days prior to the commencement of the Contribution Quarter. Equitable reserves the right, however, to change the Guarantee Rate during a Contribution Quarter. Each contribution or transfer shall be credited with the Guarantee Rate in effect on the date of its receipt and shall not be affected by any subsequent change in the Guarantee Rate offered by Equitable. The Guarantee Rate will never be less than 3% per annum." B. Effective as of March 21, 1994, the first sentence of the definition of "Guarantee Withdrawal Charge" is amended to read as follows: "Any transfers or withdrawals with respect to a Guarantee prior to the end of the Duration of that Guarantee, except Page 2 for withdrawals for Participant Service Charges set forth in Section 3.08, for death or disability benifits as set forth in Section 3.10, or upon the election of an Annuity Benefit pursuant to Section 4.03 or a periodic distribution option in accordance with Section 4.04, will be subject to a Withdrawal Charge." C. Effective as of January 1, 1986, the following last sentence is added in the second paragraph of the definition of "Guarantee Withdrawal Charge" as follows: "The Withdrawal Charge will be deducted from the remaining amounts in the Participant's Guarantee after the withdrawal or transfer payment is processed; except the Withdrawal Charge may be deducted from the withdrawal or transfer payment if there is an insufficient amount in the Participant's Guarantee to pay such a charge." 8. Effective as of May 1, 1987, Part I entitled "Definitions" is hereby amended by adding the following Section 1.08 at the end thereof: "SECTION 1.08. REORGANIZATION DATE The term "Reorganization Date" means May 1, 19987." 9. Effective as of March 21, 1994, in Section 2.02 entitled "Definitions Relating to the Investment Divisions" the second sentence of the definition of "Valuation Period" is amended to read as follows: "A 'Business Day' is any day on which Equitable's home office and the New York Stock Exchange are both open for business." 10. Part II entitled "The Seperate Accounts" is hereby amended effective as of May 1, 1987, unless otherwise indicated, to read as follows: "PART II - THE SEPARATE ACCOUNT AND ITS INVESTMENT DIVISIONS SECTION 2.01 THE SEPARATE ACCOUNT AND ITS INVESTMENT DIVISIONS The term "Separate Account" means the Separate Account No. 301 established by Equitable and maintained under the laws of the State of New York. Realized and Page 3 unrealized gains and losses from the assets of the Separate Account are credited or charged against it without regard to other income, gains or losses of Equitable. Assets are put in the Separate Account to support the Contract and other variable annuity contracts and certificates. Assets may be put in the Separate Account for other purposes, but not to support contracts, policies or other agreements which are not variable in form. On the Reorganization Date, Equitable exercised its rights under the Contract to operate Separate Account Nos. 301, 302, 303 and 304 (collectively, the "Predecessor Separate Accounts") as a unit investment trust under the Investment Company Act of 1940. As a result, the Predecessor Separate Accounts have been combined with and into the Separate Account. The Separate Account now operates in unit investment form and consists of Investment Divisions. Each of the Investment Divisions may invest its assets in a separate class of shares of a designated investment company in which each class represents a separate portfolio in the investment company. The Investment Divisions are: o the Money Market Division o the Stock Division o the Government Securities Division o the Balanced Division o the Aggressive Stock Division o the High Yield Division o the Global Division. Beginning May 1, 1994, the following three Investment Divisions will be available: o the Growth and Income Division o the Conservative Investors Division o the Growth Investors Division. On the Reorganization Date, the investment assets and liabilities of the Predecessor Separate Accounts were transferred to the Separate Account which transferred its investment assets and liabilites to the corresponding funds of the Harmony Investment Trust. On September 6, 1991, shares of the funds (the "Funds") of the Hudson River Trust (the "Trust") were substituted for shares of Page 4 the corresponding funds of the Prism Trust (formerly the Harmony Investment Trust). At such time, the Bond Division of the Prism Trust was merged into and became part of the Government Securities Division of the Trust. The transfer to the Funds did not change the Participant's existing Account Balances on the date of transfer. The assets of the Separate Account are the property of Equitable. The portion of assets in the Separate Account equal to the reserves and other contract liabilities with respect to the Separate Account will not be chargeable with liabilites arising out of any other business conducted by Equitable. Equitable reserves the right to transfer assets of any Investment Division in excess of the reserves and other liabilites with respect to that Investment Division to another Investment Division or to the general assets of Equitable ("General Account"), which supports the guarantees of the Contract and other contracts. Equitable may, at its discretion, make other Investment Divisions available to Participants. Equitable will provide Particpants with written notice of all material details covering investment objectives and all charges, which may include expenses and fees, if any, incurred by the investment company. Equitable reserves the right, subject to compliance with applicable law, including approval of the Contract Holder or Participants, if required, (1) to cause the registration or deregistration of the Separate Account under the Investment Company Act of 1940, (2) to operate the Seperate Account under the direction of a committee and to discharge such committee at any time, (3) to restrict or eliminate any voting rights of Participants or other persons who have voting rights as to the Separate Account, (4) to add, change or remove the designated investment company, (5) to add, change or remove Investment Divisions, (6) to combine any two or more Investment Divisions, (7) to transfer assets from any one of the Investment Divisions to another Investment Division, and (8) to operate the Separate Account or one or more of the Investment Divisions by making direct investments or in any other form Equitable in its sole discretion determines. The term "Investment Division" refers to any other Investment Division in which the assets of a class of certificates to which the Contract Page 5 belongs are placed. Equitable may, however, at its discretion, invest the assets of the Separate Account or one or more of the Investment Divisions in any investment permitted by applicable law. Equitable may rely conclusively on the opinion of counsel (including attorneys in its employ) as to what investments it is permitted by law to make. In addition, unless otherwise required by law or regulation, an investment adviser or any investment policy may not be changed without the consent of Equitable. If any of the above changes result in a material change in the underlying investments of an Investment Division of the Separate Account, Equitable will notify the Participant of such change. If the Participant has value in that Investment Division, the Participant may request Equitable in writing to transfer that value from that Investment Division (without charge) to another Investment Division of the Separate Account, and may additionally change the allocation percentages applicable to future contributions made for him or her. Equitable will value the assets of each Investment Division on each Business Day, in accordance with the provisions of Section 2.02. Assets of the Investment Divisions are subject to charges, to be made as described in the Net Assets provision of Section 2.02. SECTION 2.02 DEFINITIONS RELATING TO THE INVESTMENT DIVISIONS. VALUATION PERIOD: For an Investment Division, the "Valuation Period" starts at the end of each Business Day and ends at the corresponding time on the next Business Day, and includes any non-business day or consecutive non-business days immediately preceding such Business Day. A "Business Day" is each weekday, excluding business holidays or other days on which changes in the value of securities held by the Separate Account (or any Investment Division) will not materially affect a Participant's value in the Separate Account (or such Investment Division). Page 6 NET ASSETS: For an Investment Division, the "Net Assets" equal the value of the assets in the Investment Division at the close of business of a Valuation Period, minus the sum of (1) Expenses, and (2) any amount charged against the Investment Division in such Valuation Period for taxes or for amounts set aside by Equitable as a reserve for taxes attributable to the maintenance or operation of the Investment Division. The net asset value of a designated investment company's shares held in each Investment Division shall be the value reported to Equitable by such investment company. NET INVESTMENT FACTOR: For an Investment Division, the "Net Investment Factor" for a Valuation Period is (1) the Net Assets at the close of business of that Valuation Period, prior to giving effect to any amounts allocated to or withdrawn from the Investment Division during that Valuation Period, divided by (2) the Investment Division's Net Assets at the close of business of the preceding Valuation Period. UNIT: The "Unit" is a unit used in determining the value of a Participant's interest in an Investment Division for the period during which the Participant has contributions allocated to such Investment Division. UNIT VALUE: The "Unit Value" for each Investment Division on the first day contributions are allocated to the Separate Account will be equal to the Unit Value of the corresponding Predecessor Separate Account for the preceding Valuation Period multiplied by the Net Investment Factor applicable to such Investment Division. The Unit Value for each Investment Division for which there is no Predecessor Separate Account will be equal to $10.00 on the first day contributions are allocated to such Investment Division. The Unit Value for each subsequent Valuation Period with respect to an Investment Division is the Unit Value for the immediately preceding Valuation Period multiplied by the Net Investment Factor for such subsequent Valuation Period. EXPENSES: For a Valuation Period, the Expenses which may be charged to an Investment Division are as follows: Page 7 (1) Any amount charged against the Investment Division by Equitable during such Valuation Period to cover certain expenses incurred in the operation of the Separate Account and the Investment Divisions, including, but not limited to, taxes, interest, Securities and Exchange Commission charges and certain related expenses including printing of registration statements and amendments, outside auditing and legal expenses and certain costs of maintaining participant services, including recordkeeping services. (2) The daily charge against the Investment Division for each day in such Valuation Period for administrative expense charges, calculated on the basis of an effective annual rate of 0.25% of the value of the assets in the Investment Division. If the aggregate expenses of an Investment Division for a calendar year (including the charges described in sub-paragraphs (1) and (2) of this definition and investment advisory fees of the Trust ("Investment Advisory Fee") and certain other expenses attributable to the assets of the Investment Division invested in a corresponding Fund of the Trust, but excluding interest, taxes, brokerage and, with the consent of appropriate state regulatory authorities, extraordinary expenses) exceed a charge determined on the basis of an effective annual rate of (i) 1.0% of the value of the Money Market Division's average daily Net Assets in such Investment Division during such calendar year, or (ii) 1.5% of the value of the Stock Division, the Government Securities Division or the Balanced Division's average daily Net Assets in such Investment Division during such calendar year, then Equitable shall reimburse such Investment Division for the excess charged to such Investment Division. Notwithstanding anything to the contrary, if a Participant's Enrollment Date is prior to the Reorganization Date, the Investment Advisory Fee chargeable to such Participant's proportionate Account Balances invested in the corresponding Fund on each day in such Valuation Period, shall not exceed a charge, determined on the basis of an effective annual rate of (i) as to the Money Market Fund and the Government Securities Fund, 0.35% of the first $250 million, 0.325% of the next $250 million and 0.30% of the amount in excess Page 8 of $500 million of the value of the assets of the Separate Account then invested in such Fund, and (ii) as to the Common Stock Fund and the Balanced Fund, 0.50% of the first $250 million, 0.45% of the next $250 million and 0.40% of the amount in excess of $500 million of the value of the assets of the Separate Account then invested in such Fund." 11. In Section 3.01 entitled "Accounts" the following amendments are made: A. Effective immediately, the reference in the first paragraph to "Subsection 2 of Section 3.03" should be corrected to read "Subparagraph 2 of Section 3.03." B. Effective as of May 1, 1994, the third and fourth sentences of the first paragraph are hereby amended to read as follows: "Equitable reserves the right to add or remove Investment Accounts. Any amounts allocated to an Investment Account will either become part of the General Account or part of an Investment Division of the Separate Account applicable to that Investment Account, as follows: "Investment Accounts Applicable Investment Medium - -------------------- ---------------------------- Guaranteed Rate Account General Account Money Market Investment Account Money Market Division Stock Investment Account Stock Division Government Securities Investment Account Government Securities Division Balanced Investment Account Balanced Division Aggressive Stock Investment Account Aggressive Stock Division High Yield Investment Account High Yield Division Global Investment Account Global Division Growth & Income Investment Account Growth & Income Division Growth Investors Investment Account Growth Investors Division Conservative Investors Investment Account Conservative Investors Division" C. Effective as of May 1, 1987, the last paragraph is hereby amended to read as follows: "Any amounts withdrawn from these Investment Accounts will no longer be part of the General Account or the applicable Investment Division." 12. Effective as of May 1, 1987, in Section 3.02 entitled "Account Balances of Investment Accounts" the first sentence is hereby amended by deleting the term "Separate Account" and by substituting the term "Investment Division". Page 9 13. In Section 3.03 entitled "Contributions" the following amendments are made: A. Effective March 21, 1994, subparagraph number 1 is hereby amended to read as follows: "1. Contributions may be made for the Participant through a Supplemental Agreement. Any contribution made for the Participant by any means other than through payroll deduction by the Participant's employer pursuant to a Supplemental Agreement may be made only subject to Equitable's rules then in effect." B. Effective as of February 26, 1993, subparagraph number 2 is hereby amended to read as follows: "2. A contribution may be made under the Contract for a Participant consisting of amounts derived from a rollover contribution (as described by one of the following Internal Revenue Code Sections: 402(c), 403(a)(4), 403(b)(8) or 408(d)(3); or for contracts issued before the Unemployment Compensation Amendments of 1992, by Internal Revenue Code Sections 402(a)(5), 402(a)(6), or, 402(a)(7))." C. Effective as of March 21, 1994, subparagraph numbers 3 and 4 are deleted in their entirety. D. Effective as of March 21, 1994, subparagraph number 6 is added to read as follows: "6. No contributions, other than cash contributions, will be accepted. Except in the case of a rollover contribution (as permitted by Sections 402(c), 403(a)(4), 403(b)(8), or 408(d)(3) of the Internal Revenue Code), or a Contribution made under the terms of a Simplified Employee Pension as defined in Section 408(k) of the Internal Revenue Code, the total of such Contributions will not exceed $2,000 for any taxable year. Amounts transferred to the Contract from an individual retirement account or annuity contract which meets the requirements of Page 10 Section 408 of the Internal Revenue Code are not subject to the $2,000 limit." E. Effective as of January 1, 1987, a new subparagraph number 7 is added to read as follows: "7. The Participant shall be responsible, for tax purposes, for maintaining records as to the amount of contributions which are deductible and non-deductible made by or on behalf of such Participant." 14. In Section 3.04 entitled "Allocations" the following amendments are made: A. Effective March 21, 1994, in subparagraph number 2, the reference to "Administrative Agreement" is amended to read "Supplemental Agreement." B. Effective as of May 1, 1987, subparagraph number 3 is hereby amended to read as follows: "3. Any contribution made without appropriate direction as to its allocation will be allocated to the Participant's Money Market Investment Account." C. Effective as of March 21, 1994, subparagraph number 4 is hereby amended by changing the second sentence to read as follows: "If a contribution made other than through payroll deduction accompanies the written notice, the change shall be effective as of the date of receipt of the contribution." D. Effective as of May 1, 1987, the following new paragraph is hereby added to the end thereof: "For individuals who are Participants on the Reorganization Date, allocations of contributions made after the Reorganization Date will be on the basis of the allocation percentages in effect immediately before the Reorganization Date unless changed by such Participant in accordance with the foregoing provisions of this Section. Accordingly, contributions which would otherwise have been allocated to the Predecessor Separate Account Page 11 No. 301 will be allocated to the Money Market Division, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 302 will be allocated to the Stock Division, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 303 will be allocated to the Government Securities Division, and contributions which would otherwise have been allocated to the Predecessor Separate Account No. 304 will be allocated to the Balanced Division. Contributions which were allocated to the Participant's Guaranteed Rate Account will continue to be allocated to the Guaranteed Rate Account." 15. Effective as of March 21, 1994, in Section 3.05 entitled "Transfers" the following amendments are made: A. Subparagraph number 3 is deleted in its entirety. B. Subparagraph number 4 is hereby amended to read as follows: "4. Transfers may not be made from one Guarantee in the Guaranteed Rate Account to another. Transfers from a Guarantee in the Guaranteed Rate Account may not be made during the Contribution Quarter with respect to that Guarantee. Any other transfer may be made at any time." 16. Effective as of March 21, 1994, Section 3.06 entitled "Partial Withdrawals" is amended to read as follows: A. In the first paragraph, the dollar amount of $10 listed in the second sentence is amended to $100. B. The second paragraph is hereby amended by deleting all references to the $5 processing charge in the first sentence. C. The third sentence of the second paragraph is deleted in its entirety. 17. Effective March 21, 1994 in Section 3.08 entitled "Participant Service Charge" the following amendments are made: A. All references to the "Administrative Agreement" shall be replaced by "Supplemental Agreement." Page 12 B. The third and fourth sentences of the second paragraph are replaced by the following: "The Participant Service Charge will be deducted from each Participant's Accounts, and within those Accounts from the Participant's balance in each Investment Account, in accordance with the ordering rule established by Equitable from time to time. The ordering rule in effect from time to time shall be available to the Participant upon request. Such withdrawals will reduce the number of Units in the Participant's Investment Accounts." C. The second and third sentences of the fourth paragraph will be deleted in their entirety. 18. Effective beginning March 21, 1994, a new Section 3.08a is added as follows: "3.08a ENROLLMENT FEE An enrollment fee of $25 will be paid to Equitable upon the enrollment of each new Participant in a Simplified Employee Pension. Unless the Participant's employer pays the fee, it will be charged against the first contribution made on behalf of the Participant." 19. Effective March 21, 1994, in Section 3.09 entitled "Termination of Participation," the following amendments are made: A. The second sentence of the first paragraph is amended by deleting the phrase "...minus a $5 processing charge..." B. in the first sentence of the second paragraph the minimum monthly payment for an Annuity Benefit is changed from $20 to $50. 20. In Section 3.10 entitled "Death or Disability Benefit" the following amendments are made: A. Effective as of January 1, 1987, the first sentence of the first paragraph is hereby amended by deleting the reference to "Section 408(f)(3)" and by substituting reference to "Section 72(m)(7)." B. Effective as of March 21, 1994, a new last sentence is added to read as follows: "Due proof of such death or disability must be received by Equitable at the Equitable office address specified in the Page 13 certificate issued to the Participant in accordance with Section 5.09, or any other address Equitable designates in written notice to the Participant." C. Effective as of January 1, 1986, the second paragraph is hereby amended to read as follows: "Payment to the Participant or the beneficiary may be deferred by Equitable in accordance with the provisions of Section 5.06." 21. In Section 3.11 entitled "Optional Modes of Settlement" the following amendments are made: A. Effective as of January 1, 1985, the first paragraph is hereby amended to read as follows: "Any Participant may elect that the whole or any part of any amount that would otherwise by payable to the Participant's designated beneficiary in a single sum be paid to such beneficiary under an optional mode of settlement, subject to the provisions of Section 4.05 and to Equitable's rules in effect at the time of election. A beneficiary may make such an election after the Participant's death if no such election made by the Participant is then in effect." B. Effective as of March 21, 1994, the last sentence of the third paragraph is hereby amended to read as follows: "Any election, designation, revocation or change shall be effective as of the date written notice thereof is received by Equitable at the office specified in the certificate issued to the Participant in accordance with Section 5.09, or any other address Equitable designates in written notice to the Participant." 22. In Section 4.01 entitled "Annuity Benefit" the following amendments are made: A. Effective as of May 2, 1988, the third paragraph is hereby amended to read as follows: "The term 'Amount Applied' means the portion of the Annuity Value which the Participant elects to apply toward an Annuity Benefit pursuant to Section 4.02, less any applicable State Premium Tax as determined by Page 14 Equitable, and a one-time administrative fee in an amount as follows: Participants who purchased contracts prior to July 1, 1983 have no charge; Participants who purchased contracts on or after July 1, 1983 and prior to May 2, 1988 are charged $175; and Participants who purchased contracts on or after May 2, 1988 are charged at the applicable rate in effect on the date of purchase." B. Effective as of May 1, 1987, the second paragraph is hereby amended to read as follows: "The term "Annuity Value" means the amount, determined on the Participant's Retirement Date, equal to the sum of the Account Balances of the Participant's Investment Accounts and the Cash Value of the Participant's Guaranteed Rate Account." 23. In Section 4.02 entitled "Election and Commencement of Annuity Benefits" the following amendments are made: A. Effective as of March 21, 1994, in the second paragraph, the minimum monthly Annuity Benefit or periodic distribution payment is changed from $20 to $50. B. Effective as of February 26, 1993, the following paragraphs are added at the end thereof: "Notwithstanding anything in the Contract to the contrary, the entire value of the Participant's Accounts (less applicable charges as determined by Equitable pursuant to the terms of the Contract or the certificate) will be distributed or commence to be distributed no later than the Participant's Retirement Date in equal or substantially equal amounts over (a) the life of such Participant, or the lives of such Participant and his designated beneficiary, or (b) a period not extending beyond the life expectancy of such Participant, or the joint and last survivor life expectancy of such Participant and his designated beneficiary. Payments must be made in periodic payments at intervals of no longer than one year. In addition, payments must be either non increasing or they may increase only as provided in Q&A F-3 of Section 1.401(a)(9)-1 of the Proposed Income Tax Regulations. Page 15 All distributions made hereunder shall be made in accordance with the requirements of Section 401(a)(9) of the Code, including the incidental death benefit requirements of Section 401(a)(9)(G) of the Code, and the regulations thereunder, including the minimum distribution incidental benefit requirement of Section 1.401(a)(9)-2 of the Proposed Income Tax Regulations. Life expectancy is computed by use of the expected return multiples in Tables V and VI of Section 1.72-9 of the Income Tax Regulations. Unless otherwise elected by the Participant by the time distributions are required to begin, life expectancies shall be recalculated annually. Such election shall be irrevocable by the Participant and shall apply to all subsequent years. The life expectancy of a non-spouse beneficiary may not be recalculated. Instead, life expectancy will be calculated using the attained age of such beneficiary during the calendar year in which the Participant attains age 70 1/2, and payments for subsequent years shall be calculated based on such life expectancy reduced by one for each calendar year which has elapsed since the calendar year life expectancy was first calculated." 24. Effective as of March 21, 1994, in Section 4.04 entitled "Periodic Distribution Option" the following amendments are made: A. The first paragraph is hereby amended to read as follows: "The Participant may elect pursuant to Section 4.02 to receive the Account Balance of each of the Participant's Investment Accounts under the periodic distribution option, so long as such payments extend for a period of three years or longer. Such option, subject to the conditions set forth in the following subparagraphs, provides either: (a) Period Certain: A series of monthly, quarterly, semi-annual or annual installment payments (as specified by the Participant) over a number of whole years beginning as of the Participant's Retirement Date, such number of whole years being the lesser of (i) the number of whole years designated by the Participant before the Participant's Retirement Date and (ii) the number of years equal to the greater of the life Page 16 expectancy of the Participant and the joint and last survivor life expectancy of the Participant and the Participant's designated beneficiary as of the Participant's Retirement Date, rounded to the next lower whole year. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the Participant and his spouse may be recalculated once each year. The life expectancy of a beneficiary other than the Participant's spouse may not be recalculated after distribution has commenced. (b) Dollar Certain: A series of level monthly, quarterly, semi-annual or annual installment payments (as specified by the Participant) in an amount specified by the Participant such that the period of payments is projected, as of the date of the first payment, to be a period of at least three years' duration." B. Subparagraph number 1 is amended to read as follows: "1. Payments made under the periodic distribution option will include interests held by the Participant in the Guaranteed Rate Account. However, Equitable reserves the right to suspend distribution from the Guaranteed Rate Accounts for such payments in its sole discretion." C. Subparagraph number 2 is hereby amended to read as follows: "2. The amount of each Period Certain monthly, quarterly, semi-annual or annual installment elected in accordance with Section 4.04(a) above shall be computed by Equitable beginning on the date as of which such installment payments commence, and thereafter, as of the first day of each succeeding month, quarter, semi-annual or annual period. The amount of each such periodic distribution payment shall be determined by dividing the sum of the Account Balances of the Participant's Investment Accounts as of the first day of each period by the number of periods remaining." Page 17 D. Subparagraph number 3 is amended to read as follows: "3. Each periodic distribution payment will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each such Investment Account immediately before such payment is made." E. Subparagraph number 5 is amended to read as follows: "5. While periodic distributions are being made, the Participant may transfer amounts among the Investment Accounts maintained for the Participant pursuant to Section 3.01, except that transfers may not be made from one Guaranteed Rate Account to another. A Withdrawal Charge pursuant to Section 1.06 will be deducted from such transfers." F. Subparagraph number 6 is amended by changing the phrase "monthly installment" to read "periodic distribution" and by deleting the phrase"...minus a $5 processing charge." G. Subparagraph numbers 7 and 8 are amended by changing the phrase "monthly installment" to read "periodic distribution." 25. Effective as of February 26, 1993, in Section 4.05 entitled "Payment of Benefits" the first paragraph is deleted and the following paragraphs are inserted in its place, to read as follows: "With regard to any form of benefit elected in accordance with Section 4.02, if the Participant dies before the entire interest is distributed, the following distribution provisions shall apply: (a) If the Participant dies after distribution of his interest in the Accounts has commenced, the remaining portion of such interest will continue to be distributed at least as rapidly as under the method of distribution being used prior to the Participant's death. If a distribution for a Period Certain in accordance with Section 4.04 had commenced prior to the Participant's death, then the distribution shall be made to the Page 18 Participant's beneficiary, limited in accordance with the option selected. (b) If the Participant dies before distribution of his interest in the Accounts commences, the Participant's entire interest will be distributed in accordance with one of the following four provisions: (1) The Participant's entire interest will be paid within 5 years after the date of the Participant's death. (2) If the Participant's interest is payable to a beneficiary designated by the Participant and the Participant has not elected (1) above, then the entire interest will be distributed in substantially equal installments over the life or life expectancy of the designated beneficiary commencing no later than one year after the date of the Participant's death. The designated beneficiary may elect at any time to receive greater payments. (3) If the designated beneficiary of the Participant is the Participant's surviving spouse, the spouse may elect within the five year period commencing with the Participant's date of death to receive equal or substantially equal payments over the life or life expectancy of the surviving spouse commencing on any date prior to the date on which the deceased Participant would have attained the age of 70 1/2. The surviving spouse may accelerate these payments at any time, by either increasing the frequency or amount of such payments. (4) If the designated beneficiary is the Participant's surviving spouse, the surviving spouse may treat the Participant's Accounts as his or her own individual retirement account ("IRA"). This election will be deemed to have been made if such surviving spouse makes a regular IRA contribution to the Accounts, makes a rollover to or from such Accounts, or fails to elect any of the above three provisions. Life expectancy is computed by use of the expected return multiples in Tables V and VI of Section Page 19 1.72-9 of the Income Tax Regulations. For purposes of distributions beginning after the Participant's death, unless otherwise elected by the surviving spouse by the time distributions are required to begin, life expectancies shall be recalculated annually. Such election shall be irrevocable by the surviving spouse and shall apply to all subsequent years. Distributions under this section are considered to have begun if distributions are made on account of the individual reaching his or her required beginning date or if prior to the required beginning date distributions irrevocably commence to an individual over a period permitted and in an annuity form acceptable under Section 401(a)(9) of the Regulations. (c) For purposes of this requirement, any amount paid to a child of the Participant will be treated as if it had been paid to the Participant's surviving spouse if the remainder of the interest becomes payable to the surviving spouse when the child reaches the age of majority." 26. Effective as of February 23, 1993, Section 5.01 is amended by adding the following third paragraph: "The Contract and the certificates issued thereunder are established for the exclusive benefit of the Participant and his or her beneficiaries." 27. Effective as of January 1, 1985, in Section 5.04 entitled "Beneficiary" the first paragraph is hereby amended to read as follows: "If the Participant so elects in writing, any amount that would otherwise be payable to the designated beneficiary in a single sum may be applied to provide an Annuity Benefit, on the form of annuity elected by the Participant with respect to the designated beneficiary, subject to the provisions of Section 4.05 and to Equitable's rules then in effect. If at the death of a Participant there is no election in effect to apply the Death Benefit to provide an Annuity Benefit, the designated beneficiary may make such an Page 20 election subject to the provisions of Section 4.05 and Equitable's rules then in effect." 28. Effective July 26, 1992, the date on which Equitable converted from a mutual life insurance company to a stock life insurance company, with respect to any certificate issued to a Participant on or after such date, Section 5.11 entitled "Participation in Surplus" of the Contract will not apply. NEW YORK, NEW YORK, FOR THE CONTRACT HOLDER: FOR THE EQUITABLE: By By --------------------------- ----------------------------------- President and Chief Executive Officer Title By ------------------------ ----------------------------------- Chairman of the Board Dated By ------------------------- ----------------------------------- Vice President and Secretary At By ---------------------------- ----------------------------------- Head Office Assistant Registrar Date of Issue ---------------------- Page 21 EX-4.(E)(1) 17 FORM OF GROUP VARIABLE ANNUITY CERTIFICATE (IRA) EXHIBIT 4(E)(1) [LOGO] THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES A MUTUAL COMPANY ORGANIZED JULY 26, 1859 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK GROUP INDIVIDUAL RETIREMENT ANNUITY CONTRACT GROUP ANNUITY CONTRACT NO. AC 5361 CONTRACT HOLDER: UNITED STATES TRUST COMPANY OF NEW YORK REGISTER DATE: JANUARY 1, 1982 EFFECTIVE DATE: FEBRUARY 1, 1982 This contract ("Contract") replaces the Group Annuity Contract of the same number that was issued on January 13, 1982 (herein called the "replaced contract") and is issued in consideration of the surrender of the replaced contract as of the Effective Date and the payment to Equitable of the contributions made under this Contract. This Contract is for the exclusive benefit of the Participants and their beneficiaries. Equitable will issue to each Participant an individual certificate setting forth a statement in substance of the benefits to which such Participant is entitled under the Contract. The provisions on the following pages are part of the Contract. FOR THE CONTRACT HOLDER: FOR THE EQUITABLE By........................... By ............................ Title ....................... By ............................ Vice President & Secretary Dated ....................... Date of Issue ................. At.......................... (Head Office) ASSETS HELD IN CONNECTION WITH THE CONTRACT MAY BE HELD IN ONE OR MORE SEPARATE ACCOUNTS MAINTAINED BY EQUITABLE AND MAY INCREASE OR DECREASE IN VALUE AS DESCRIBED IN THE CONTRACT. Page 1 This Page (2) is reserved for information in connection with the issuance of certificates under this Contract Page 2 This Page (3) is reserved for information in connection with the issuance of certificates under this Contract Page 3 PART I--DEFINITIONS ------------------- SECTION 1.01 ANNUITY The term "Annuity" means an individual retirement annuity meeting the requirements of Section 408(b) of the Internal Revenue Code. SECTION 1.02 PARTICIPANT The term "Participant" means (i) a person who has been enrolled by Equitable under the Contract through an Administrative Agreement, and (ii) the spouse of any such person if such spouse has also been enrolled by the Equitable under the Contract. A person shall become enrolled under the Contract on the date, hereinafter called the "Enrollment Date", on which Equitable receives an enrollment form made available by Equitable and completed in a manner satisfactory to, and accepted by, Equitable. A person who has been enrolled under the Contract shall be a Participant-owner under the certificate issued pursuant to Section 5.10 during the person's lifetime provided a contribution is made for the Participant within 120 days of the Enrollment Date. SECTION 1.03 GROUP The term "Group" includes, but is not necessarily limited to, a corporation, labor organization or association thereof, governmental or quasi-governmental body, partnership, sole proprietorship, trade or professional association, or any other group or entity entering into an Administrative Agreement, as specified in the certificate issued pursuant to Section 5.10 SECTION 1.04 ADMINISTRATIVE AGREEMENT The term "Administrative Agreement" means a written understanding between the Group and Equitable which, among other things, may describe (i) procedures for facilitating the enrollment of Participants under the Contract, (ii) procedures pursuant to which contributions may be made under the Contract by or on behalf of Participants (including payroll deduction, direct contributions by the Participants, or a combination thereof, or in any other form), (iii) procedures for facilitating the communication to Participants of information prepared by Equitable concerning the Contract and enrollment and contributions thereunder, and (iv) the extent to which the Group will perform any services in connection with the Contract which would otherwise be performed by Equitable. Page 4 DEFINITIONS--(cont'd) SECTION 1.05 RETIREMENT DATE The term "Retirement Date" means the date on which the Participant will attain the retirement age specified by the Participant in the Participant's enrollment form. Before the Retirement Date the Participant may elect to change the Retirement Date to another Retirement Date, which may be the first day of any calendar month after the filing of the election. Any Retirement Date must be on the first day of a calendar month and no Retirement Date shall be earlier than the date of attainment of age 59 years and six months nor later than the last day of the taxable year in which the Participant attains age 70 years and six months. Any election for such change must be made in writing by the Participant and shall not take effect until received by Equitable at its Home Office. SECTION 1.06 STATE PREMIUM TAXES The term "State Premium Taxes" means any premium tax applicable to individual retirement annuities. As of January 1, 1982 such taxes are applicable only in Alabama, California, District of Columbia, Georgia, Kentucky, Louisiana, Mississippi, Puerto Rico, Virgin Islands, and West Virginia. Page 5 PART II--THE SEPARATE ACCOUNTS ------------------------------ SECTION 2.01 SEPARATE ACCOUNTS The term "Separate Accounts" means the following separate accounts maintained by Equitable to which portions of its assets have been allocated for the Contract and certain other contracts:
NAME INVESTMENTS - ---- ----------- (a) Separate Account No. 301: Primarily in short-term money market instruments. (b) Separate Account No. 302: Primarily in common stocks. (c) Separate Account No. 303: Primarily in publicly-traded debt securities. (d) Separate Account No. 304: Primarily in a diversified portfolio of publicly-traded common stocks publicly-traded debt securities, and short-term money market instruments.
It is contemplated that investments in the Separate Accounts will, at most times, consist primarily of the investments indicated above. Equitable may, however, at its discretion invest the assets of a Separate Account in any investment permitted by applicable law. Equitable may rely conclusively on the opinion of counsel (including attorneys in its employ) as to what investments it is permitted by law to make. The assets of each Separate Account may be temporarily held uninvested for such periods as Equitable may determine. In lieu of making such investments directly, equitable reserves the right, subject to applicable law, to operate any Separate Account as a "unit investment trust" under the Investment Company Act of 1940, or in any other form permitted by law, which invests all or part of its assets in shares or units of a fund the investment adviser of which may be Equitable or controlled by Equitable. The fund assets would be invested as provided above with respect to the Separate Account. All income and all gains and losses, whether or not realized, from assets allocated to a Separate Account will be credited to or charged against that Separate Account without regard to the other income, gains, or losses of the Equitable Equitable reserves the right, subject to compliance with applicable law, including approval of contract owners if required, (1) to create new separate accounts, (2) to combine any two or more Separate Accounts, (3) to transfer assets determined by Equitable to be assigned to the class of contracts to which the Contract belongs from any of the Separate Accounts to another separate account by withdrawing the same percentage of each investment in that Account with appropriate adjustments to avoid odd lots and fractions, (4) to cause the registration or deregistration of a Separate Account under the Investment Company Act of 1940, (5) to Page 6 THE SEPARATE ACCOUNTS--(cont'd) operate a Separate Account under the direction of a committee, and to discharge such committee at any time, and (6) to restrict or eliminate any voting rights of Participants or other persons who have voting rights as to a Separate Account. Assets of the Separate Accounts are subject to a charge, to be made as described in the Net Investment Factor provision of Section 2.02. The assets of each of the Separate Accounts are the property of Equitable; however, the portion of the assets of each Separate Account equal to the reserves and other contract liabilities with respect to such Separate Account shall not be chargeable with liabilities arising out of any other business Equitable may conduct. Equitable reserves the right to transfer assets of the Separate Account in excess of such reserves and contract liabilities to the general account of Equitable. SECTION 2.02 DEFINITIONS RELATING TO THE SEPARATE ACCOUNT VALUATION PERIOD: The Valuation Period for each Separate Account except Separate Account No. 301, starts from the close of trading on all the National Securities Exchanges on a Business Day and ends at the corresponding time on the next Business Day. A Business Day in any day on which any National Securities Exchange is open for trading. A National Securities Exchange is one that is registered as such under the Securities Exchange Act of 1934. The Valuation Period for Separate Account No. 301 starts from the close of trading on the New York Stock Exchange and ends at the corresponding time on the next Business Day. A Business Day for Separate Account No. 301 is any day on which the New York Stock Exchange is open for trading. NET INVESTMENT FACTOR: For a Separate Account the Net Investment Factor for a Valuation Period is (a) divided by (b), where (a) is the value of the assets in the Separate Account at the close of business of such Valuation Period (before giving effect to any amounts allocated or amounts withdrawn during that Valuation Period), minus the sum of (1) the amount defined in the following paragraph that represents the charges for expenses charged to the Separate Account during such Valuation Period, and (2) any amount charged against the Separate Account in such Valuation Period for taxes or for amounts set aside by Equitable as a reserve for taxes attributable to the maintenance or operation of the Separate Account; and (b) is the value of the assets in the Separate Account at the close of business of the preceding Valuation Period. The charges for a Valuation Period for expenses charged to a Separate Account during such Valuation Period are: Page 7 THE SEPARATE ACCOUNTS--(cont'd) (1) Any amount charged against the Separate Account by Equitable during such Valuation Period to cover certain expenses incurred in the organization and operation of the Separate Accounts, including, but not limited to, taxes, interest, brokerage fees and commissions, if any, fees of the Separate Account Committee members who are not affiliated with Equitable, Committee meeting costs, Securities and Exchange Commission fees and certain related expenses including printing of registration statements and amendments, charges relating to custody of securities, certain insurance premiums, outside auditing and legal expenses, and certain of the costs of maintaining participant services. (2) The daily charge against the Separate Account for each day in such Valuation Period for administrative expense charges is calculated on the basis of an effective annual rate of 0.25%. (3) The daily charge against the Separate Account for each day in such Valuation Period for investment management services is calculated on the basis of an effective annual rate of (i) as to Separate Account No. 301 and Separate Account No. 303, 0.35% of the first $250 million, 0.325% of the next $250 million, and 0.30% of any excess over $500 million of the value of the assets then in the Separate Account, and (ii)as to Separate Account No. 302 and Separate Account No. 304, 0.50% of the first $250 million, 0.45% of the next $250 million, and 0.40% of any excess over $500 million of the value of the assets then in the Separate Account. If the aggregate expenses of a Separate Account for a calendar year (including the charges described in sub-paragraphs (1), (2), and (3) of the preceding paragraph but excluding interest, taxes, brokerage and, with the consent of appropriate state regulatory authorities, extraordinary expenses) should exceed a charge determined on the basis of an effective annual rate of (i) 1.0%, as to Separate Account No. 301 and (ii) 1.5%, as to each other Separate Account, of the assets in such Separate Account during such calendar year, then Equitable shall reimburse the Separate Account for the excess. The value of the assets in the Separate Accounts, shall be taken at their market value, or where there is no readily available market, their fair value, as determined in accordance with accepted accounting practices, and applicable laws and regulations. UNIT: The Unit is a unit used in determining the value of the interest of a Participant's Investment Account in a Separate Account while an Account for such Participant is being maintained under the Contract. Page 8 THE SEPARATE ACCOUNTS--(cont'd) UNIT VALUE: The initial Unit Value for each Separate Account has been established at $10.00. The Unit Value for each subsequent Valuation Period with respect to that Separate Account is the Unit Value for the immediately preceding Valuation Period multiplied by the Net Investment Factor for such subsequent Valuation Period. Page 9 PART III--PARTICIPANT'S ACCOUNT ------------------------------- SECTION 3.01 ACCOUNTS Equitable maintains at least one Account under the Contract for each Participant; an additional Account shall be maintained for the Participant with respect to each rollover contribution made pursuant to sub-section 2 of Section 3.03 if such contribution was derived from an employee benefit plan described in Section 401(a) of the Internal Revenue Code or a tax sheltered annuity described in Section 403(b) of the Internal Revenue Code. Each such Account contains one or more sub-accounts, hereinafter called "Investment Accounts." The Group will designate the Investment Accounts to be made available to the Group's Participants and only such Investment Accounts will appear on page 3 of the certificates to be issued to the Group's Participants pursuant to Section 5.10. Any amount allocated to an Investment Account becomes part of the Separate Account applicable to that Investment Account, as follows:
Investment Accounts Applicable Separate Account - ------------------- --------------------------- Money Market Account Separate Account No. 301 Common Stock Account Separate Account No. 302 Bond Account Separate Account No. 303 Balanced Account Separate Account No. 304
Any amount withdrawn from an Investment Account will no longer be part of the applicable Separate Account. The amount in an Investment Account on any date shall be equal to the product of (i) the number of Units in that Investment Account on that date and (ii) the Unit Value for the applicable Separate Account for the Valuation Period which includes that date. The number of Units in an Investment Account on any date shall be equal to (a) the sum of any such Units credited to that Account minus (b) the sum of any such Units charged against that Account. On any Valuation Date when an amount is allocated to or withdrawn from an Investment Account, said Account shall be credited or charged, as the case may be, with a number of Units determined by dividing said amount by the applicable Unit Value for the Valuation Period which includes that date. SECTION 3.02 PARTICIPANT'S ACCOUNT BALANCE The term "Participant's Account Balance" means, at any point in time, the sum of the amounts then in the Participant's Investment Accounts. SECTION 3.03 CONTRIBUTIONS The Participant may have contributions made on such dates and in such amounts as the Participant may determine, subject to the following conditions: Page 10 PARTICIPANT'S ACCOUNT--(cont'd) 1. Contributions may be made for the Participant through an Administrative Agreement. Any contribution made by the Participant by any means other than through payroll deduction by the Participant's employer pursuant to an Administrative Agreement may be made only subject to Equitable's rules then in effect, provided that each such contribution equals at least $250 or such greater amount as may be required by the Group and stated on page 3 of the certificates to be issued to the Group's Participants pursuant to Section 5.10. Such minimum contribution requirement shall not be applicable if it would prevent the Participant from contributing up to the maximum deductible contribution allowed the Participant in the Participant's then current taxable year. 2. A contribution may be made under the Contract for a Participant consisting of amounts derived from a rollover contribution from any of the following in which the Participant had an interest: (i) an individual retirement account or bond, (ii) an individual retirement annuity contract other than the Contract, (iii) an employee benefit plan qualified under Section 401(a) of the Internal Revenue Code, or (iv) a tax sheltered annuity described in Section 403(b) of the Internal Revenue Code. 3. Equitable reserves the right: a. to refuse to accept a contribution for a Participant's taxable year if such contribution would bring the aggregate amount of contributions for such taxable year to more than $2000, b. upon the advance written request of the Participant's employer, to establish a minimum contribution requirement with respect to contributions made by the Participant through payroll deduction by the Participant's employer pursuant to an Administrative Agreement, and c. to change the $250 minimum contribution requirement in subsection 1 of this Section 3.03. 4. Any contribution will be deemed by Equitable to be made for the Participant's current taxable year unless the Participant irrevocably specifies in writing to Equitable, subject to applicable requirements of the Internal Revenue Code and regulations thereunder, that such contribution is for the Participant's prior taxable year. SECTION 3.04 ALLOCATIONS The Participant will direct the allocation of each contribution made for the Participant to the Participant's Investment Accounts, subject to the following conditions: Page 11 PARTICIPANT'S ACCOUNT--(cont'd) 1. The Participant's direction of the allocation of contributions to the Participant's Investment Account shall be in terms of whole percentages. 2. Allocations will be made as of the date on which equitable receives the contribution. 3. Any contribution made without appropriate direction as to its allocation will be allocated to the Participant's Money Market Investment Account, but if the Money Market Investment Account is not an available Investment Account as shown on page 3 of the certificate issued to the Participant pursuant to Section 5.10 then such contribution will instead be allocated to the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each Investment Account. 4. The Participant may, upon written notice to Equitable, change the allocation of future contributions. If a contribution made other than through payroll deduction accompanies the written notice, the change shall be effective as of the date of receipt of that contribution; in any other event, the change shall be effective as of the date of the first contribution received after Equitable's receipt of the Participant's written notice. Equitable reserves the right to limit, upon at least 90 days advance notice to the Participant, the number of such changes allowed in a calendar year. SECTION 3.05 TRANSFERS A Participant may transfer amounts among the Investment Accounts maintained for the Participant under the Contract, subject to the following conditions: 1. The request for the transfer must be made in accordance with Equitable's administrative rules then in effect and will be effective as of the later of the date specified in such request and the date Equitable receives such request. 2. The amount so transferred will be allocated as of the date of transfer to the Investment Account, or among the Investment Accounts, selected by the Participant. 3. A transfer of only a part of the amount in an Investment Account will be made only if the amount to be transferred is at least $250. Upon at least 90 days advance notice to the Participant, Equitable may change the dollar amount appearing in the immediately preceding sentence. 4. Transfers may be made at any time except that, upon at least 90 days advance notice to the Participant, Equitable may limit the number of transfers that a Participant may make in any twelve month period. Page 12 PARTICIPANT'S ACCOUNT--(cont'd) SECTION 3.06 TERMINATION OF PARTICIPATION On or before a Participant's Retirement Date, such Participant may elect by written notice to terminate participation under the Contract. As of the date of receipt of such notice, Equitable will determine and, subject to Section 5.07, pay to the Participant the Participant's Account Balance minus a $5 processing charge and the then applicable Participant Service Charge. Equitable may elect to terminate the Participant's participation under the Contract if no contribution has been made for a Participant for at least three years from the date of the Participant's last contribution and the Participant's Account Balance does not exceed $2000 or would, if the Participant had then attained Retirement Date, provide an Annuity Benefit of less than $20 per month. As of such date, Equitable will determine and, subject to Section 5.07, pay to the Participant the Participant's Account Balance minus the then applicable Participant Service Charge. Upon payment to a Participant pursuant to this Section, Equitable will be released from any and all liability for payments with respect to the contributions from which the Participant's Account Balance arose. SECTION 3.07 PARTIAL WITHDRAWALS A Participant may elect by written notice to Equitable to make a partial withdrawal from the Participant's Account before such Participant's Retirement Date, subject to Equitable's advance written consent if such withdrawal is for an amount of less than $250. If such election would result in the Participant's Account Balance being less than $10, Equitable will deem such election to be instead an election by the Participant to terminate participation under the Contract and will make the payment described in Section 3.06 in lieu of any payment under this Section 3.07. Upon such withdrawal, Equitable will pay to the Participant the lesser of (i) the Participant's Account Balance minus a $5 processing charge, or (ii) the amount of partial withdrawal requested minus a $5 processing charge. Unless Equitable is otherwise directed by the Participant in accordance with Equitable's requirements, the amount so paid and the processing charge will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each Investment Account. Upon any such payment to a Participant, Equitable will be released from any and all liability for payments with respect to the contributions from which the amounts so withdrawn arose. Payments to the Participant pursuant to this Section may be deferred by Equitable in accordance with the provisions of Section 5.07. Page 13 PARTICIPANT'S ACCOUNT--(cont'd) SECTION 3.08 PARTICIPANT SERVICE CHARGE Amount: - ------ At least once in each calendar quarter, Equitable will withdraw a Participant Service Charge for administrative expenses from the Participant's Account. The amount of such charge shall be determined by Equitable but will not aggregate more than a maximum charge of $10 in each calendar quarter. The amount determined by Equitable will be based on such factors as (i) the method by which contributions are being made under the Contract (payroll deduction or direct contribution), (ii) the number of Participants contributing through the same payroll deduction facility or Group, (iii) the total contributions Equitable estimates will be made pursuant to an Administrative Agreement, (iv) the nature of the Group, (v) the extent to which, as determined by Equitable, a Group provides services pursuant to the Administrative Agreement that Equitable would otherwise provide, (vi) any other circumstances having an impact on Equitable's administrative expense, and (vii) whether the Participant is then receiving payments under the periodic distribution option described in Section 4.04. Each such charge will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each Investment Account. Such withdrawals will have the effect of reducing the number of Units in the Participant's Investment Accounts. The initial Participant Service Charge for a Participant shall be stated on page 3 of the Participant's certificate issued to the Participant pursuant to Section 5.10. Employer Payment: - ---------------- Pursuant to the terms of the Administrative Agreement the Group may elect that any employer of the Group's Participants may make a contribution of an amount equal to the Participant Service Charge then due for the Participant. If the Group makes such an election and the Participant's employer makes such a contribution, no withdrawal from the Participant's Account will then be made pursuant to this Section. SECTION 3.09 DEATH BENEFIT If a Participant dies while an Account for such Participant is being maintained under the Contract, Equitable, upon receipt of due proof of such death, will pay the Participant's Account Balance in a single sum to the beneficiary designated by such Participant to receive such payment. Upon such payment, Equitable will be released from any and all liability for payments with respect to the contributions made for the Participant. Page 14 PARTICIPANT'S ACCOUNT--(cont'd) Payment to the beneficiary pursuant to this Section may be deferred by Equitable in accordance with the provisions of Section 5.07. SECTION 3.10 OPTIONAL MODES OF SETTLEMENT Any Participant may elect that the whole or any part of any amount that would otherwise be payable to the Participant's beneficiary in a single sum be paid to such beneficiary under an optional mode of settlement, subject to the Equitable's rules in effect at the time of election. The beneficiary may make such an election after the Participant's death if no such election made by the participant is then in effect. Any payee under an optional mode of settlement elected pursuant to this Section may designate (with the right to revoke or to change such designation) a beneficiary to receive any amount that, in the absence of such designation, would be payable to such payee's executors or administrators. Any election of an optional mode of settlement may be revoked or changed by the Participant at any time before a payment is made thereunder. Any election, designation, revocation, or change shall be by written notice filed with the Equitable at its Home Office. Page 15 PART IV--ANNUITY BENEFITS ------------------------- SECTION 4.01 ANNUITY BENEFIT The term "Annuity Benefit" means an Annuity Benefit under which the monthly payments with respect to a payee are payable in a specified dollar amount. The amount of each monthly payment u7nder any Annuity Benefit provided under the Contract with respect to a payee is the amount provided with respect to the payee pursuant to Section 4.03. The Normal Form of Annuity Benefit under the Contract means the Full Cash Refund Annuity form which provides for equal monthly payments to the Participant beginning on the Participant's Retirement Date and ending with the last monthly payment due before the Participant's death, and, upon receipt by Equitable of due proof of the Participant's death, a single sum payment to the beneficiary designated to receive such payment of an amount equal to the excess, if any, of the Participant's Account Balance on the Participant's Retirement Date minus the sum of all the annuity payments that have been paid to the Participant under the Contract. SECTION 4.02 ELECTION AND COMMENCEMENT OF ANNUITY BENEFITS As of a Participant's Retirement Date, provided such Participant is then living, the Participant's Account Balance shall be applied to provide an Annuity Benefit on the Normal Form, unless such Participant elects (i) to receive the Participant's Account Balance either in a single sum or under the periodic distribution option described in Section 4.04, or (ii) to apply such Participant's Account Balance to provide an Annuity Benefit pursuant to Section 4.03 on any other annuity form offered by Equitable subject to Equitable's rules then in effect and any applicable requirements under the Internal Revenue Code, provided that any other annuity form shall provide that the entire interest of the Participant will be distributed in equal or substantially equal payments over the life of the Participant and the Participant's spouse or over a period not extending beyond the life expectancy of the Participant or the joint and last survivor expectancy of the Participant and the Participant's spouse, as of the date annuity payments are to commence. Notwithstanding anything to the contrary in the preceding paragraph, Equitable reserves the right to pay the Participant's Account Balance to the Participant in a single sum in lieu of providing an Annuity Benefit if less than $2000 would be applied to provide the Annuity Benefit or less than $20 per month would be payable under the Annuity Benefit or periodic distribution option. Equitable will provide appropriate notice and election forms to a Participant not more than six months before such Participant's Retirement Date. Page 16 ANNUITY BENEFITS--(cont'd) Equitable will have the right to require the Participant to furnish pertinent facts and determinations to provide an Annuity Benefit, and will be fully protected in relying on such information and need not inquire as to the accuracy or completeness thereof. SECTION 4.03 AMOUNT OF ANNUITY BENEFITS If a Participant elects to receive an Annuity Benefit in lieu of the Participant's Account Balance, the amount applied to provide the Annuity Benefit will be the Participant's Account Balance on the date of application. The date of application of the Participant's Account Balance will be the Participant's Retirement Date. The amount applied to provide an Annuity Benefit shall be reduced by any applicable State Premium Tax as determined by Equitable. The balance shall purchase the Annuity Benefit on the basis of either (i) the Table of Guaranteed Annuity Payments shown in Section 4.05, or (ii) Equitable's current group annuity rates for payment of proceeds, whichever rates would provide a larger benefit with respect to the payee. If such current group annuity rates are used, such Participant's certificate will be replaced by an Equitable supplemental certificate. After the application of an amount to provide an Annuity Benefit pursuant to the preceding paragraph, the Account maintained for such Participant shall terminate. The Tables of Guaranteed Annuity Payments set forth the minimum amount of monthly income that $1,000 of Participant's Account Balance will provide under the Contract on the Full Cash Refund Annuity Form. Equitable may change, by an amendment to the Contract, the monthly income amounts contained in the Tables of Guaranteed Annuity Payments and the basis for determining such amounts, (i) for new Participants, upon advance notice to the Contract Holder, and (ii) for existing Participants, on the fifth anniversary of the Enrollment Date and at any time thereafter, provided that any changes after the first will be made at intervals of not less than five years. SECTION 4.04 PERIODIC DISTRIBUTION OPTION The Participant may elect pursuant to Section 4.02 to receive the Participant's Account Balance under the periodic distribution option. Such option, subject to the conditions set forth in the following paragraph, provides a series of monthly installment payments over a number of whole years beginning as of the Participant's Retirement Date, or as soon thereafter as is practicable, such number of whole years being the lesser of (i) the number of whole years designated by the Participant before the Participant's Retirement Date and (ii) the number of the years equal to the greater of the life expectancy of the Participant, and the Page 17 ANNUITY BENEFIT--(cont'd) joint and last survivor expectancy of the Participant and the Participant's spouse as of the Participant's Retirement Date, rounded to the next lower whole year. Conditions: - ----------- 1. The monthly amount of installment payments shall be computed by Equitable monthly, beginning on the date as of which monthly installment payments commence and, thereafter, as of the first day of each succeeding month. The amount of each such monthly installment payment shall be determined by dividing the Participant's Account Balance as of the first day of each such month by the number of months then remaining under the periodic distribution option, less a monthly transaction charge of $1.50. 2. Each monthly installment payment will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each Investment Account immediately before such payment is made. 3. The Participant Service Charge will continue to be withdrawn from the Participant's Account in accordance with Section 3.08; during the last whole year of installment payments such charge shall be deducted as necessary from the last monthly installment payments made. 4. While monthly installment payments are being made. (a) the Participant may transfer amounts among the Investment Accounts maintained for the Participant pursuant to Section 3.05, but (b) no Contributions may be made for the Participant. 5 The Participant may elect by advance written notice to have Equitable cease making monthly installment payments and instead pay in a single sum to the Participant the Participant's Account Balance, minus a $5 processing charge. Upon making such payment Equitable will be released from any and all liability for payments with respect to the contributions made for the Participant. 6 No monthly installment payment shall be of an amount greater than the Participant's Account Balance immediately before the due date of such payment. 7. If the Participant dies while monthly installment payments are being made, a single sum death benefit will be paid to the Participant's beneficiary pursuant to Section 3.09. Upon payment of a death benefit pursuant to Section 3.09, Equitable will be released from any and all liability for payments with respect to the contributions made for the Participant. Page 18 ANNUITY BENEFITS--(cont'd) SECTION 4.05 PAYMENT OF BENEFITS Any form of benefit elected by the Participant in accordance with Section 4.02 shall have the effect of providing that if the Participant dies before such Participant's interest has been distributed to such Participant, or if distribution has been commenced to such Participant's spouse, and such spouse dies before the entire interest has been distributed to such spouse, the entire interest (or the remaining part of such interest if the distribution thereof has commenced) will, within five years after the death of such Participant (or the death of such Participant's surviving spouse), be distributed or applied to the purchase of an annuity for the beneficiary or beneficiaries of such Participant (or such Participant's surviving spouse) which will be payable for the life of such beneficiary or beneficiaries (or for a term certain not extending beyond the life expectancy of such beneficiary or beneficiaries) and which annuity will be immediately distributed to such beneficiary or beneficiaries. Evidence of each payee's survival must be furnished to Equitable either by personal endorsement of the check drawn for payment or by other means satisfactory to Equitable. If a benefit payable under the Contract was based on information that is subsequently found to be incorrect, such benefit will not be invalidated, but an adjustment on the basis of the correct information will be made in the amount of the benefit payments, or any mount used to provide the benefit, or any combination thereof. Overpayments by Equitable will be charged against and underpayments will be added to any payments thereafter falling due under the Contract with respect to the payee. The liability of Equitable with respect to a payee is limited to the correct information and the actual amounts used to provide the benefits then in force with respect to the payee under the Contract. If Equitable receives evidence satisfactory to it that (i) a payee entitled to receive any payment under the Contract is physically or mentally incompetent to receive such payment or is a minor, (ii) another person or an institution is then maintaining or has custody of such payee, and (iii) no guardian, committee, or other representative of the estate of such payee has been appointed, Equitable may make the payments (in the case of a minor, at a rate not exceeding $50 a month) to such other person or institution, and will thereupon be fully discharged from all liability with respect thereto. If an form made available by Equitable provides for payment for a period certain, such as 120 or 180 months, and thereafter during the remaining lifetime of one person, or of at least one of two persons, a payee for payments thereunder may elect, without the concurrence of any other person, to receive the commuted value of any remaining payments, provided no person upon whose life the income depends is surviving. Page 19 ANNUITY BENEFITS--(cont'd) Equitable will require satisfactory evidence of the age of any person upon whose life an annuity form depends. TABLES OF GUARANTEED ANNUITY PAYMENTS ------------------------------------- (Based on Age Nearest Birthday on Due Date of First Payment) Annuity Benefit Payable On The Full Cash Refund Annuity Form (Minimum Monthly Income per $1000 of Cash Value) ANNUITY BENEFIT ---------------
AGE MALES FEMALES ----- ------- --------- 60 $7.16 $ 6.68 65 7.79 7.16 70 8.62 7.79 9200 FCR
Amounts applicable for ages or for annuity forms not shown will be calculated by Equitable on the same actuarial basis. Page 20 PART V--GENERAL PROVISIONS -------------------------- SECTION 5.01 CONTRACT The Contract constitutes the entire contract between the parties and the provisions of the Contract alone will govern with respect to the rights and obligations of Equitable. The provisions of the Contract will be applied separately with respect to each Participant. Nothing in the enrollment form referred to in Section 1.02, the custodial agreement referred to in Section 5.09 nor any modification, amendment, or supplement to any such documents will in any way be construed to enlarge, change, vary or in any other way affect the obligations of Equitable as expressly provided in the Contract. The Contract may not be modified as to Equitable, nor may any of Equitable's rights or requirements be waived, except in writing and by an authorized officer of Equitable. The Contract may be changed by amendment or replacement upon agreement between the Contract Holder and Equitable without the consent of any other person provided that such change does not reduce any Cash Value or Annuity Benefit provided before such change and provided that no rights, provilges or benefits which have accrued to any Participant under the Contract may be reduced or forfeited except by the express consent of such Participant. SECTION 5.02 STATUTORY COMPLIANCE Equitable reserves the right to amend the Contract without the consent of any other person in order to comply with applicable laws and regulations. Such right shall include, but shall not be limited to, the right to conform the Contract and any certificate to reflect changes in the Internal Revenue Code, or in regulations or published rulings of the Internal Revenue Service, so that each such certificate will continue to be an Annuity. Any Annuity Benefit, Cash Value or death benefit available under a certificate issued pursuant to the Contract shall not be less than the minimum benefits required by any statute of the state in which the certificate is delivered. SECTION 5.03 ASSIGNMENTS AND NON-TRANSFERABILITY The entire interest of any Participant under the Contract is non-forfeitable. No interest of a Participant under the Contract may be sold, assigned, discounted, or pledged as collateral for a loan or as security for the performance of an obligation or for any other purpose to any person other than Equitable. No amount payable under the Contract may be assigned or encumbered by the payee and, to the extent permitted by law, no such amount will in any way be subject to any claim against such payee. Page 21 GENERAL PROVISIONS--(cont'd) SECTION 5.04 BENEFICIARY Each Participant, as of such Participant's Enrollment Date is to provide Equitable with an initial designation of a beneficiary or beneficiaries entitled to receive any payment with respect to such Participant becoming due to a beneficiary under the Contract. The Participant may change such designation from time to time. Any such designation or change will be made by written notice on a form satisfactory to Equitable. A change will, upon receipt at a designated Equitable Office, take effect as of the time the written notice was signed, whether or not the Participant is living on the date of receipt, but without further liability as to any payment or other settlement made by Equitable before receipt of such change. Unless otherwise specified in the designation, if a Participant has designated two or more persons as beneficiary, the beneficiary will be the designated person or persons who survive the Participant, and if more than one survive they will share equally. If upon the death of a person there is no designated beneficiary then living entitled to receive any single sum payment or any remaining periodic payments then becoming due to a beneficiary with respect to a Participant, Equitable shall pay such single sum payment or the commuted value of such periodic payments to the first surviving class of the following classes of successive preference beneficiaries: (a) the Participant's widow or widower, (b) the Participant's surviving children, (c) the executors or administrators of the person upon whose death the payment becomes due. Any commuted value shall be determined on the basis of compound interest at the rate determined by Equitable as consistent with the actuarial basis used in providing the annuity benefit. If the beneficiary so elects in writing, any amount that would otherwise be payable to the beneficiary in a single sum may be applied to provide an Annuity Benefit, on the form of annuity elected by the beneficiary, subject to Equitable's rules then in effect. SECTION 5.05 DISQUALIFICATION In the event that an annuity purchased hereunder with respect to a Participant fails to qualify as an Annuity as described in Section 1.01, Equitable shall have the right, upon receiving notice of such fact before the Retirement Date, to terminate participation with respect to such Participant under the Contract and pay to such Participant the Participant's Account Balance less a deduction for the appropriate part attributable to such Participant of any Federal income tax payable by Equitable which would not have been payable if such Participant had an Annuity under the Contract. Page 22 GENERAL PROVISIONS--(cont'd) SECTION 5.06 FUTURE PARTICIPANTS Equitable reserves the right at its sole discretion to curtail or prohibit further enrollment as Participants under the Contract of any individuals who are not currently participating under the Contract as of such date of curtailment or prohibition. SECTION 5.07 DEFERMENT Except as provided in this Section, payments by Equitable from the Participant's Account pursuant to the provisions of Sections 3.06, 3.07 and Section 3.09 will be made within seven days after receipt of a written request for such surrender or withdrawal, or receipt of due proof of death of the Participant. During any period when (i) the sale of securities or the determination of the Unit Value is not reasonably practicable because an emergency, defined by the Securities and Exchange Commission, exists, or the New York Stock Exchange is closed or trading on such Exchange is restricted, or (ii) the Securities and Exchange Commission may by order permit postponement for the protection of persons having interests in the Separate Account, Equitable reserves the right: (a) to defer payment of a Participant's Account Balance: (b) to defer payment of any portion of the death benefit arising from an amount in a Participant's Account, or (c) in the event of (a) above, to defer application of such amounts to provide any Annuity Benefit permitted under the Contract. SECTION 5.08 ANNUAL NOTICE As soon as practicable after the end of each calendar year Equitable, provided an Account is being maintained for the Participant at the end of such calender year, will furnish the Participant with a notice showing as of a specified recent date (1) the Participant's Account Balance, (2) the total number of Units credited to each Investment Account of the Accounts, and (3) the Unit Value. SECTION 5.09 CONTRACT HOLDER RESPONSIBILITY The sole responsibility of the Contract Holder is to serve as party to the Contract. The Contract Holder will have no responsibility for the administration of any plan, for payments to the Accounts, for any payments, distributions or duties hereunder. Equitable will deal with the Contract Holder in accordance with the terms and conditions of the custodial agreement pursuant to which the Contract Holder agreed to act as such and with the Contract and in such manner as the Contract Holder and Equitable may agree, without the consent of any other person. Page 23 GENERAL PROVISIONS--(cont'd) SECTION 5.10 CERTIFICATE Equitable will issue to each Participant an individual certificate setting forth a statement in substance of the benefits to which such Participant is entitled under the Contract. Page 24 RIDER TO 300 SERIES GROUP IRA CONTRACT -------------------------------------- Effective as of the dates specified below, or your Participation Date, whichever is later, we have amended under Group Annuity Contract AC 5361 as follows: 1. The Equitable office address on page 3 is amended as of November 1, 1985 to read as follows: "The Equitable Life Assurance Society P.O. Box 2509 General Post Office New York, New York 10016." 2. In Section 1.05 entitled "Retirement Date" the following amendments are made: A. As of November 1, 1985 the last sentence of the first paragraph is amended to read as follows: "Any election for such change must be made in writing by the Participant and shall not take effect until received by - 2 - Equitable at: The Equitable Life Assurance Society, P.O. Box 2509, General Post Office, New York, New York 10116, or any other address that Equitable designates in written notice to the Participant." B. As of January 1, 1985 the second paragraph is amended to read as follows: "Any Retirement Date must be on the first day of a calendar month and no Retirement Date shall be earlier than the date of attainment of age 59 years and six months nor later than the first day of April following the calendar year in which the Participant attains age 70 years and six months." 3. In Section 1.06 entitled "Definitions Relating to Guaranteed Rate Account" the following amendments are made: A. The definition of "Guarantee Rate" in the fourth paragraph thereof is amended as of February 1, 1986 by deleting the - 3 - phrase "15 days" and placing in lieu thereof the phrase "10 days". B. The following last sentence is added to the definition of "Guarantee Withdrawal Charge" in the sixth paragraph thereof, as of January 1, 1986, to read as follows: "The Withdrawal Charge will be deducted from the remaining amounts in the Participant's Guarantee after the withdrawal payment is processed; except the Withdrawal Charge may be deducted from the withdrawal payment if there is an insufficient amount in the Participant's Guarantee to pay such charge." 4. In Section 3.03 entitled "Contributions" the following amendments are made: A. Condition number 3 is amended as of February 1, 1986 by deleting the phrase "fifteen calendar days" both places it appears and by placing in lieu thereof the phrase "twenty calendar days." - 4 - B. A new condition number 6 is added as of January 1, 1985 to read as follows: "6. No contributions, other than cash contributions, will be accepted." 5. In Section 3.04 entitled "Allocations" condition number 4 is amended as of February 1, 1986 by deleting the phrase "fifteen calendar days" in the second sentence thereof and by placing in lieu thereof the phrase "twenty calendar days." 6. In Section 3.05 entitled "Transfers" condition number 4 is amended as of February 1, 1986 by deleting the phrase "fifteen calendar days" in both places it appears and by placing in lieu thereof the phrase "twenty calendar days." 7. In Section 3.06 entitled "Partial Withdrawals" the second paragraph is amended as of January 1, 1986 by deleting the first sentence therein and replacing it with the following two sentences: "Upon partial withdrawal, Equitable will pay the Participant the lesser of (i) the amount of partial withdrawal requested or (ii) the sum of the Account - 5 - Balances of his Investment Accounts other than the Guaranteed Rate Account. A processing charge of $5 will be deducted from the remaining Account Balances of the Participant's Investment Accounts after the partial withdrawal payment is processed; however, the processing charge may instead be deducted from the partial payment." 8. In Section 3.10 entitled "Death or Disability Benefit" the following amendments are made: A. As of November 1, 1985 a new last sentence is added to the first paragraph to read as follows: "Due proof of such death or disability must be received by Equitable at: The Equitable Life Assurance Society, P.O. Box 2509, General Post Office, New York, New York 10116, or any other address Equitable designates in written notice to the Participant." - 6 - B. The second paragraph is amended as of January 1, 1986 to read as follows: "Payment to the Participant of the beneficiary may be deferred by Equitable in accordance with the provisions of Section 5.06." 9. In Section 3.11 entitled "Optional Modes of Settlement" the first paragraph is amended as of January 1, 1985 to read as follows: "Any Participant may elect that the whole or any part of any amount that would otherwise be payable to the Participant's designated beneficiary in a single sum be paid to such beneficiary under an optional mode of settlement, subject to the provisions of Section 4.05 and to Equitable's rules in effect at the time of election. A beneficiary may make such an election after the Participant's death if no such election made by the Participant is then in effect." - 7 - 10. In Section 4.02 entitled "Election and Commencement of Annuity Benefits" new paragraphs five, six and seven are added as of January 1, 1985 to read as follows: "Notwithstanding anything in the Certificate and the Contract to the contrary, the entire value of the Participant's Accounts (less applicable charges as determined by Equitable pursuant to the terms of the Contract and the Certificate) will be distributed or commence to be distributed no later than the Participant's Retirement Date in equal or substantially equal amounts over (a) the life of such Participant, or the lives of such Participant and his designated beneficiary, or (b) a period not extending beyond the life expectancy of such Participant, or the joint and last survivor expectancy of such Participant and his designated beneficiary. "If the Participant's Accounts (less applicable charges as determined by Equitable pursuant to the terms of the - 8 - Contract and Certificate) are to be distributed in other than a lump sum, then the amount to be distributed each year (commencing with the Participant's Retirement Date and each anniversary thereafter) must be at least an amount equal to the quotient obtained by diving the Amount Applied by the life expectancy or joint and last survivor expectancy of the Participant and his designated beneficiary. "Life expectancy and joint and last survivor expectancy shall be computed by use of the return multiples contained in Section 1.72-9 of the Income Tax Regulations. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the Participant or the joint and last survivor expectancy of the Participant and his spouse may be recalculated once each year. The life expectancy of a beneficiary other than the Participant's spouse may not be recalculated after distribution has commenced." - 9 - 11. In Section 4.04 entitled "Periodic Distribution Option" the following amendments are made: A. The first paragraph is amended as of January 1, 1985 to read as follows: "The Participant may elect pursuant to Section 4.02 to receive the Account Balance of each of the Participant's Investment Accounts other than the Guaranteed Rate Account under the periodic distribution option. Such option, subject to the conditions set forth in the following paragraph, provides a series of monthly installment payments over a number of whole years beginning as of the Participant's Retirement Date, such number of whole years being the lesser of (i) the number of whole years designated by the Participant before the Participant's Retirement Date and (ii) the number of years equal to the greater of the life expectancy of the Participant and the joint and last survivor expectancy of - 10 - the Participant and the Participant's designated beneficiary as of the Participant's Retirement Date, rounded to the next lower whole year. Life expectancy and joint and last survivor expectancy are computed by use of the return multiples contained in Section 1.72-9 of the Income Tax Regulations. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the Participant or the joint and last survivor expectancy of the Participant and his spouse may be recalculated once each year. The life expectancy of a beneficiary other than the Participant's spouse may not be recalculated after distribution has commenced." B. The last sentence of Condition number 2 is amended as of January 1, 1986 by deleting it and replacing it with the following two sentences: "2. The amount of each such monthly installment payment shall be - 11 - determined by dividing the sum of the Account Balances of the Participant's Investment Accounts as of the first day of each such month by the number of months then remaining under the periodic distribution option. A monthly transaction charge of $1.50 will be deducted proportionately from the remaining Account Balances of the Participant's Investment Accounts after each such monthly installment payment is determined, provided, however, that the transaction charge of $1.50 may be deducted from the last payment made." C. Condition number 3 is amended as of January 1, 1986 to read as follows: "3. Each monthly installment payment will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each such - 12 - Investment Account immediately before such payment is made." 12. In Section 4.05 entitled "Payment of Benefits" the first paragraph is deleted and the following paragraphs are inserted in its place as of January 1, 1985 to read as follows: "With regard to any form of benefit elected in accordance with Section 4.02, if the Participant dies before the entire interest is distributed, the following distribution provisions shall apply: "(a) If the Participant dies after distribution of his interest in the Accounts has commenced, the remaining portion of such interest will continue to be distributed at least as rapidly as under the method of distribution being used prior to the Participant's death. If a distribution for a period certain in accordance with Section - 13 - 4.04 had commenced prior to the Participant's death, then the distribution shall be made to the Participant's beneficiary, limited in accordance with the option selected. "(b) If the Participant dies before distribution of his interest in the Accounts commences, the Participant's entire interest will be distributed in accordance with one of the following four provisions: "(1) The Participant's entire interest will be paid within five (5) years after the date of the Participant's death. "(2) If the Participant's interest is payable to a beneficiary designated by the Participant and the Participant has not elected (1) above, then the - 14 - entire interest will be distributed in substantially equal installments over the life or life expectancy of the designated beneficiary commencing no later than one (1) year after the date of the Participant's death. The designated beneficiary may elect at any time to receive greater payments. "(3) If the designated beneficiary of the Participant is the Participant's surviving spouse, the spouse may elect within the five year period commencing with the Participant's date of death to receive equal or substantially equal payments over the life or life expectancy of the surviving spouse commencing at any date prior to the date on which the deceased Participant - 15 - would have attained the age of 70 1/2. The surviving spouse may accelerate these payments at any time, i.e., increase the frequency or amount of such payments. "(4) If the designated beneficiary is the Participant's surviving spouse, the spouse may treat the Participant's Accounts as his or her own individual retirement arrangement (IRA). This election will be deemed to have been made if such surviving spouse makes a regular IRA contribution to the Accounts, makes a rollover to or from such Accounts, or fails to elect any of the above three provisions. "(c) For purposes of the above, payments will be calculated by use of the return multiples specified in - 16 - Section 1.72-9 of the Income Tax Regulations. Life expectancy of a surviving spouse may be recalculated annually if Equitable allows such recalculation pursuant to its rules in effect at the time. In the case of any other designated beneficiary, life expectancy will be calculated at the time payment first commences and payments for any 12-consecutive month period will be based on such life expectancy minus the number of whole years passed since distribution first commenced. "(d) For purposes of this requirement, any amount paid to a child of the Participant will be treated as if it has been paid to the surviving spouse if the remainder of the interest becomes payable to the surviving spouse when the child reaches the age of majority." - 17 - 13. In Section 5.40 entitled "Beneficiary" the fifth paragraph is amended as of January 1, 1985 to read as follows: "If the Participant so elects in writing, any amount that would otherwise be payable to the beneficiary in a single sum may be applied to provide an Annuity Benefit, on the form of annuity elected by the Participant with respect to the beneficiary subject to the provisions of Section 4.05 and to Equitable's rules then in effect. If at the death of a Participant there is no election in effect to apply the Death Benefit to provide an Annuity Benefit, the beneficiary may make such an election subject to the provisions of Section 4.05 and Equitable's rules then in effect." EX-4.(E)(2) 18 RIDER NO. PF 96,100 TO GROUP VARIABLE ANNUITY CERTIFICATE. RIDER TO 300 SERIES GROUP IRA CERTIFICATE Effective as of the later of the date specified below or the Participant's Enrollment Date, we have amended the Certificate issued under Group Annuity Contract AC 5361 as follows: 1. The first page is hereby amended as follows: A. Effective as of May 1, 1987, the first and second agreements are hereby amended to read as follows: "To allocate the contributions made on the Participant's behalf under the Contract to the Account or Accounts maintained for such Participant; To apply the amounts the Participant has in his Investment Accounts to provide an annuity, periodic distribution or cash value benefit at the Participant's Retirement Date; and" B. Effective as of May 1, 1987, the provision entitled "Ten Days to Review" is hereby amended to read as follows: "The Participant may end participation under the Contract and cancel this certificate by mailing it - 2 - to Equitable (at the address shown on page 3) within ten days after receipt. If the Participant does this, Equitable will refund any contribution made under the Contract on the Participant's behalf, or, if greater, with respect to contributions to the Investment Divisions of the Separate Account, the Participant's Account Balances in those Investment Divisions on the date the cancelled certificate is received by Equitable." C. Effective as of May 1, 1987, the last paragraph is hereby amended to read as follows: "ASSETS HELD IN CONNECTION WITH THE CONTRACT MAY BE HELD IN ONE OR MORE INVESTMENT DIVISIONS OF THE SEPARATE ACCOUNT MAINTAINED BY EQUITABLE AND MAY INCREASE OR DECREASE IN VALUE AS DESCRIBED IN THE CONTRACT." 2. Effective as of May 1, 1987, the Table of Contents is hereby amended by deleting the reference to "The Separate Account" and substituting reference to "The Separate Account and Its Investment Divisions." - 3 - 3. On page 3, the following amendments are made: A. Effective as of May 1, 1987, the Equitable office address is hereby amended to read as follows: "The Equitable Life Assurance Society P.O. Box 182093 Columbus, Ohio 43218" B. Effective as of May 1, 1987, the Section entitled "Available Investment Accounts" is hereby amended to read as follows: "Investment Accounts Applicable Investment ------------------- Medium ("General Account") -------------------------- Guaranteed Rate Account General Account Investment Account Applicable Investment ------------------ Medium ("Investment Division") ------------------------------ Money Market Investment Money Market Account Division Stock Investment Account Stock Division Bond Investment Account Bond Division Balanced Investment Account Balanced Division Aggressive Stock Investment Aggressive Account Division High Yield Investment High Yield Account Division Global Investment Account Global Division" - 4 - Assets of the Investment Divisions are subject to charges, to be made as described in Section 2.02. The underlying investment policy of the corresponding fund ("Fund") of the Harmony Investment Trust ("Trust") in which the Investment Division holds shares, is as described in the prospectus and the statement of additional information for the Trust, as amended from time to time. 4. In Section 1.05 entitled "Retirement Date" the following amendments are made: A. Effective as of May 1, 1987, the last sentence of the first paragraph is hereby amended to read as follows: "Any election for such change must be made in writing by the Participant and shall not take effect until received by Equitable at: The Equitable Life Assurance Society, P.O. Box 182093, Columbus, Ohio 43218, or any other address that Equitable designates in written notice to the Participant." B. Effective as of January 1, 1985, the second paragraph is hereby amended to read as follows: "Any Retirement Date must be on the first day of a calendar month and no Retirement - 5 - Date shall be earlier than the date of the Participant's attainment of age 59 years and 6 months and not later than the first day of April following the calendar year in which the Participant attains the age of 70 years and 6 months." 5. In Section 1.06 entitled "Definitions Relating to the Guaranteed Rate Account" the following amendments are made: A. Effective as of February 1, 1986, the definition of "Guarantee Rate" in the fourth paragraph thereof is hereby amended by deleting the phrase "15 days" and by substituting the phrase "10 days". B. Effective as of January 1, 1986, the following last sentence is added in the second paragraph of the definition of "Guarantee withdrawal Charge" as follows: "The Withdrawal Charge will be deducted from the remaining amounts in the Participant's Guarantee after the withdrawal payment is processed, except the Withdrawal Charge may be deducted from the withdrawal payment if there is an insufficient amount in the participant's Guarantee to pay such charge." - 6 - 6. Effective as of May 1, 1987, Part I entitled "Definitions" is hereby amended by adding the following Section 1.08 at the end thereof: "SECTION 1.08. REORGANIZATION DATE The term "Reorganization Date" means May 1, 1987." 7. Effective as of May 1, 1987, Part II entitled "The Separate Accounts" is hereby amended to read as follows: "PART II - THE SEPARATE ACCOUNT AND ITS INVESTMENT DIVISIONS ------- ------------------------------------------------ SECTION 2.01 THE SEPARATE ACCOUNT AND ITS INVESTMENT DIVISIONS The term "Separate Account" means the Separate Account No. 301 established by Equitable and maintained under the laws of the State of New York. Realized and unrealized gains and losses from the assets of the Separate Account are credited or charged against it without regard to other income, gains or losses of Equitable. Assets are put in the Separate Account to support the certificates issued under the Contract and other variable annuity contracts and certificates. Assets may be put - 7 - in the Separate Account for other purposes, but not to support contracts, policies or other agreements which are not variable in form. On the Reorganization Date, Equitable exercised its rights under the Contract and the certificates to operate Separate Account Nos. 301, 302, 303 and 304 (collectively, the "Predecessor Separate Accounts") as a unit investment trust under the Investment Company Act of 1940. As a result, the Predecessor Separate Accounts have been combined with and into the Separate Account. The Separate Account now operates in unit investment form and consists of Investment Divisions, as specified on page 3. Each of the Investment Divisions may invest its assets in a separate class of shares of a designated investment company in which each class represents a separate portfolio in the investment company. The Investment Divisions available on the Reorganization Date were the Money Market Division, the Stock Division, the Bond Division, the Balanced Division, the Aggressive Stock Division, the High Yield Division and the Global Division. - 8 - On the Reorganization Date, the investment assets and liabilities of the Predecessor Separate Accounts were transferred to the Separate Account which transferred its investment assets and liabilities to the corresponding funds of the Trust. The transfer to the Funds did not change the Participant's existing Account Balances on the date of transfer. As of the Reorganization Date, the Money Market Division holds shares of the Money Market Fund, the Stock Division holds shares of the Common Stock Fund, the Bond Division holds shares of the Bond Fund and the Balanced Division holds shares of the Balanced Fund. Subsequent to the Reorganization Date, the Aggressive Division will hold shares of the Aggressive Fund, the High Yield Division will hold shares of the High Yield Fund and the Global Division will hold shares of the Global Fund. The assets of the Separate Account are the property of Equitable. The portion of assets in the Separate Account equal to the reserves and other contract liabilities with respect to - 9 - the Separate Account will not be chargeable with liabilities arising out of any other business conducted by Equitable. Equitable reserves the right to transfer assets of an Investment Division in excess of the reserves and other liabilities with respect to that Investment Division to another Investment Division or to the general assets of Equitable ("General Account"), which supports the guarantees of the Contract and other contracts. Equitable may, at its discretion, make other Investment Divisions available to participants. Equitable will provide Participants with written notice of all material details covering investment objectives and all charges, which may include expenses and fees, if any, incurred by the investment company. Equitable reserves the right, subject to compliance with applicable law, including approval of the Contract Holder or Participants, if required, (1) to cause the registration or deregistration of the Separate Account under the Investment Company Act of - 10 - 1940, (2) to operate the Separate Account under the direction of a committee and to discharge such committee at any time, (3) to restrict or eliminate any voting rights of Participants or other persons who have voting rights as to the Separate Account, (4) to add, change or remove the designated investment company, (5) to add, change or remove Investment Divisions, (6) to combine any two or more Investment Divisions, (7) to transfer assets from any one of the Investment Divisions to another Investment Division, and (8) to operate the Separate Account or one or more of the Investment Divisions by making direct investments or in any other form Equitable in its sole discretion determines. The term "Investment Division" refers to any other Investment Division in which the assets of a class of certificates to which the Contract belongs are placed. Equitable may, however, at its discretion, invest the assets of the Separate Account or one or more of the Investment Divisions in any investment permitted by applicable law. - 11 - Equitable may rely conclusively on the opinion of counsel (including attorneys in its employ) as to what investments it is permitted by law to make. In addition, unless otherwise required by law or regulation, an investment adviser or any investment policy may not be changed without the consent of Equitable. If any of the above changes result in a material change in the underlying investments of an Investment Division of the Separate Account, Equitable will notify the Participant of such change. If the Participant has value in that Investment Division, the Participant may request Equitable in writing to transfer that value from that Investment Division (without charge) to another Investment Division of the Separate Account, and may additionally change the allocation percentages applicable to future Contributions made for him or her. Equitable will value the assets of each Investment Division on each Business Day, in accordance with the provisions of Section 2.02. - 12 - SECTION 2.02 DEFINITIONS RELATING TO THE INVESTMENT DIVISIONS. VALUATION PERIOD. For an Investment Division, the "Valuation Period" starts at the end of each Business Day and ends at the corresponding time on the next Business Day, and includes any non-business day or consecutive non-business days immediately preceeding such Business Day. A "Business Day" is each weekday, excluding business holidays or other days on which changes in the value of securities held by the Separate Account (or any Investment Division) will not materially affect a Participant's value in the Separate Account (or such Investment Division). NET ASSETS: For an Investment Division, the "Net Assets" equal the value of the assets in the Investment Division at the close of business of a Valuation Period, minus the sum of (1) Expenses, and (2) any amount charged against the Investment Division in such Valuation Period for taxes or for amounts set aside by Equitable as a reserve for taxes attributable to the maintenance or operation - 13 - of the Investment Division. The net asset value of a designated investment company's shares held in each Investment Division shall be the value reported to Equitable by such investment company. NET INVESTMENT FACTOR. For an Investment Division, the "Net Investment Factor" for a Valuation Period is (1) the Net Assets at the close of business of that Valuation Period, prior to giving effect to any amounts allocated to or withdrawn from the Investment Division during that Valuation Period divided by (2) the Investment Division's Net Assets at the close of business of the preceding Valuation Period. UNIT. The "Unit" is a unit used in determining the value of a Participant's interest in an Investment Division for the period during which the Participant has contributions allocated to such Investment Division. UNIT VALUE. The "Unit Value" for each Investment Division on the first day - 14 - contributions are allocated to the Separate Account will be equal to the Unit Value of the corresponding Predecessor Separate Account for the preceding Valuation Period multiplied by the Net Investment Factor applicable to such Investment Division. The Unit Value for each Investment Division for which there is no Predecessor Separate Account will be equal to $10.00 on the first day contributions are allocated to such Investment Division. The Unit Value for each subsequent Valuation Period with respect to an Investment Division is the Unit Value for the immediately preceding Valuation Period multiplied by the Net Investment Factor for such subsequent Valuation Period. EXPENSES: For a Valuation Period, the Expenses which may be charged to an Investment Division are as follows: (1) Any amount charged against the Investment Division by Equitable during such Valuation Period to cover certain expenses incurred in the operation of the Separate Account and the Investment - 15 - Divisions, including, but not limited to, taxes, interest, Securities and Exchange Commission charges and certain related expenses including printing of registration statements and amendments, outside auditing and legal expenses and certain costs of maintaining participant services, including recordkeeping services. (2) The daily charge against the Investment Division for each day in such Valuation Period for administrative expense charges, calculated on the basis of an effective annual rate of 0.25% of the value of the assets in the Investment Division. If the aggregate expenses of an Investment Division for a calendar year (including the charges described in sub-paragraphs (1) and (2) of this definition and investment advisory fees of the Trust ("Investment Advisory Fee") and certain other expenses attributable to the assets of the Investment Division - 16 - invested in a corresponding Fund of the Trust, but excluding interest, taxes, brokerage and, with the consent of appropriate state regulatory authorities, extraordinary expenses) exceed a charge determined on the basis of an effective annual rate of (i) 1.0% of the value of the Money Market Division's average daily Net Assets in such Investment Division during such calendar year, or (ii) 1.5% of the value of the Stock Division, the Bond Division or the Balanced Division's average daily Net Assets in such Investment Division during such calendar year, then Equitable shall reimburse such Investment Division for the excess charged to such Investment Division. Notwithstanding anything to the contrary, if a Participant's Enrollment Date is prior to the Reorganization Date, the Investment Advisory Fee chargeable to such Participant's proportionate Account Balances invested in the corresponding Fund on each day in such Valuation Period, shall not exceed a charge, - 17 - determined on the basis of an effective annual rate of (i) as to the Money Market Fund and the Bond Fund, 0.35% of the first $250 million, 0.325% of the next $250 million and 0.30% of the amount in excess of $500 million of the value of the assets of the Separate Account then invested in such Fund, and (ii) as to the Common Stock Fund and the Balanced Fund, 0.50% of the first $250 million, 0.45% of the next $250 million and 0.40% of the amount in excess of $500 million of the value of the assets of the Separate Account then invested in such Fund." 8. In Section 3.01 entitled "Accounts" the following amendments are made: A. Effective as of May 1, 1987, the last sentence of the first paragraph is hereby amended to read as follows: "Any amounts allocated to an Investment become part of the General Account or part of an Investment Division of the Separate Account applicable to that Investment Account, as specified on page 3." - 18 - B. Effective as of May 1, 1987, the last paragraph is hereby amended to read as follows: "Any amounts withdrawn from an Investment Account will no longer be part of the General Account or the applicable Investment Division." 9. Effective as of May 1, 1987, in Section 3.02 entitled "Account Balances of Investment Accounts" the first sentence is hereby amended by deleting the term "Separate Account" and by substituting the term "Investment Division". 10. In Section 3.03 entitled "Contributions" the following amendments are made: A. Effective as of February 1, 1986, condition number 3 is amended by deleting the phrase "fifteen calendar days" both places it appears and by substituting the phrase "twenty calendar days." B. Effective as of January 1, 1985, a new condition number 6 is added to read as follows: "6. No contributions, other than cash contributions, will be accepted." - 19 - C. Effective as of January 1, 1987, a new condition 7 is added to read as follows: "7. The Participant shall be responsible, for tax purposes, for maintaining records as to the amount of contributions which are deductible and non-deductible made by or on behalf of such Participant." 11. In Section 3.04 entitled "Allocations" the following amendments are made: A. Effective as of May 1, 1987, condition number 3 is hereby amended to read as follows: "Any contribution made without appropriate direction as to its allocation will be allocated to the Participant's Money Market Investment Account." B. Effective as of February 1, 1986, condition number 4 is hereby amended by deleting the phrase "fifteen calendar days" in the second sentence thereof and by substituting the phrase "twenty calendar days". - 20 - C. Effective as of May 1, 1987, the following new paragraph is hereby added to the end thereof: "For individuals who are Participants on the Reorganization Date, allocations of contributions made after the Reorganization Date will be on the basis of the allocation percentages in effect immediately before the Reorganization Date unless changed by such Participant in accordance with the foregoing provisions of this Section. Accordingly, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 301 will be allocated to the Money Market Division, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 302 will be allocated to the Stock Division, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 303 will be allocated to the Bond Division, and contributions which would otherwise have been allocated to the Predecessor Separate Account No. 304 will - 21 - be allocated to the Balanced Division. Contributions which were allocated to the Participant's General Rate Account will continue to be allocated to the General Rate Account." 12. Effective as of February 1, 1986, in Section 3.05 entitled "Transfers" condition number 4 is hereby amended by deleting the phrase "fifteen calendar days" in both places it appears and by substituting the phrase "twenty calendar days". 13. Effective as of January 1, 1986, in Section 3.06 entitled "Partial Withdrawals" the second paragraph is hereby amended by deleting the first sentence therein and replacing it with the following two sentences: "Upon partial withdrawal, Equitable will pay the Participant the lesser of (i) the amount of partial withdrawal requested or (ii) the sum of the Account Balances of his Investment Accounts other than the Guaranteed Rate Account. A process charge of $5 will be deducted from the remaining Account Balances of the Participant's Investment Accounts after the partial withdrawal payment is - 22 - processed; provided, however, the processing charge may instead be deducted from the partial payment." 14. In Section 3.10 entitled "Death or Disability Benefit" the following amendments are made: A. Effective as of January 1, 1987, the first sentence is hereby amended by deleting the reference to "Section 408(f)(3)" and by substituting reference to "Section 72(m)(7)". B. Effective as of May 1, 1987, a new last sentence is added to the first paragraph to read as follows: "Due proof of such death or disability must be received by Equitable at: The Equitable Life Assurance Society, P.O. Box 182093, Columbus, Ohio 43218, or any other address Equitable designates in written notice to the Participant." C. Effective as of January 1, 1986, the second paragraph is hereby amended to read as follows: "Payment to the Participant or the beneficiary may be deferred by Equitable - 23 - in accordance with the provisions of Section 5.06." 15. In Section 3.11 entitled "Optional Modes of Settlement" the following amendments are made: A. Effective as of January 1, 1985, the first paragraph is hereby amended to read as follows: "Any Participant may elect that the whole or any part of any amount that would otherwise be payable to the Participant's designate of beneficiary in a single sum be paid to such beneficiary under an optional mode of settlement, subject to the provisions of Section 4.05 and to Equitable's rules in effect at the time of election. A beneficiary may make such an election after the Participant's death if no such election made by the Participant is then in effect." B. Effective as of May 1, 1987, the last sentence of the third paragraph is hereby amended to read as follows: "Any election, designation, revocation or change shall be effective as of the date - 24 - written notice thereof is received by Equitable at: The Equitable Life Assurance Society, P.O. Box 182093, Columbus, Ohio 43218, or any other address that Equitable designates in written notice to the Participant." 16. Effective as of May 1, 1987, in Section 4.01 entitled "Annuity Benefit" the second paragraph is hereby amended to read as follows: "The term "Annuity Value" means the amount, determined on the participant's Retirement Date, equal to the sum of the Account Balances of the Participant's Investment Accounts and the Cash Value of the Participant's Guaranteed Rate Account." 17. Effective as of January 1, 1985, Section 4.02 entitled "Election and Commencement of Annuity Benefits" is hereby amended by adding the following paragraphs at the end thereof: "Notwithstanding anything in the Contract or the certificate to the contrary, the entire value of the Participant's Accounts (less - 25 - applicable charges as determined by Equitable pursuant to the terms of the Contract or the certificate) will be distributed or commence to be distributed no later than the participant's Retirement Date in equal or substantiallY equal amounts over (a) the life of such Participant, or the lives of such Participant and his designated beneficiary, or (b) a period not extending beyond the life expectancy of such Participant, or the joint and last survivor life expectancy of such Participant and his designated beneficiary. If the participant's Accounts (less applicable charges as determined by Equitable pursuant to the terms of the Contract) are to be distributed in other than a lump sum, then the amount to be distributed each year (commencing with the Participant's Retirement Date and each anniversary thereafter) must be at least an amount equal to the quotient obtained by dividing the Amount Applied by the life expectancy or the joint and last survivor life expectancy of the Participant and his designated beneficiary. - 26 - If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the Participant or the joint and last survivor life expectancy of the Participant and his spouse may be recalculated once each year. The life expectancy of a beneficiary other than the Participant's spouse may not be recalculated after distribution has commenced." 18. In Section 4.04 entitled "Periodic Distribution Option" the following amendments are made: A. Effective as of January 1, 1985, the first paragraph is hereby amended to read as follows: "The Participant may elect pursuant to Section 4.02 to receive the Account Balance of each of the Participant's Investment Accounts other than the Guaranteed Rate Account under the periodic distribution option. Such option, subject to the conditions set forth in the following paragraph, provides a series of monthly installment payments over a number of whole years beginning as of the - 27 - Participant's Retirement Date, such number of whole years being the lesser of (i) the number of whole years designated by the Participant before the Participant's Retirement Date and (ii) the number of years equal to the greater of the life expectancy of the Participant and the joint and last survivor life expectancy of the Participant and the Participant's designated beneficiary as of the Participant's Retirement Date, rounded to the next lower whole year. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the Participant or the joint and last survivor life expectancy of the Participant and his spouse may be recalculated once each year. The life expectancy of a beneficiary other than the Participant's spouse may not be recalculated after distribution has commenced." - 28 - B. Effective as of January 1, 1986, the last sentence of condition number 2 is hereby amended by deleting it and replacing it with the following two sentences: "2. The amount of each such monthly installment payment shall be determined by dividing the sum of the Account Balances of the Participant's Investment Accounts as of the first day of each such month by the number of months then remaining under the periodic distribution option. A monthly transaction charge of $1.50 will be deducted proportionately from the remaining Account Balances of the Participant's Investment Accounts after each such monthly installment payment is determined; provided, however, that the transaction charge of $1.50 may be deducted from the last payment made." C. Effective as of January 1, 1986, condition number 3 is hereby amended to read as follow: "3. Each monthly installment payment will be withdrawn from the Participant's - 29 - Investment Accounts in proportion to the amount of the Participant's interest in each such Investment Account immediately before such payment is made." 19. Effective as of January 1, 1985, in Section 4.05 entitled "Payment of Benefits" the first paragraph is deleted and the following paragraphs are inserted in its place, to read as follows: "With regard to any form of benefit elected in accordance with Section 4.02, if the participant dies before the entire interest is distributed, the following distribution provisions shall apply: (a) If the participant dies after distribution of his interest in the Accounts has commenced, the remaining portion of such interest will continue to be distributed at least as rapidly as under the method of distribution being used prior to the Participant's death. If a distribution for a period certain in accordance with Section 4.04 had commenced prior to the - 30 - Participant's death, then the distribution shall be made to the Participant's beneficiary, limited in accordance with the option selected. (b) If the Participant dies before distribution of his interest in the Accounts commences, the Participant's entire interest will be distributed in accordance with one of the following four provisions: (1) The Participant's entire interest will be paid within 5 years after the date of the Participant's death. (2) If the Participant's interest is payable to a beneficiary designated by the Participant and the Participant has not elected (1) above, then the entire interest will be distributed in substantially equal installments over the life or life expectancy of the designated beneficiary - 31 - commencing no later than one year after the date of the Participant's death. The designated beneficiary may elect at any time to receive greater payments. (3) If the designated beneficiary of the Participant is the Participant's surviving spouse, the spouse may elect within the 5 year period commencing with the Participant's date of death to receive equal or substantially equal payments over the life or life expectancy of the surviving spouse commencing on any date prior to the date on which the deceased Participant would have attained the age of 70 1/2. The surviving spouse may accelerate these payments at any time, by either increasing the frequency or amount of such payments. (4) If the designated beneficiary is the Participant's surviving - 32 - spouse, the surviving spouse may treat the Participant's Accounts as his or her own individual retirement account ("IRA"). This election will be deemed to have been made if such surviving spouse makes a regular IRA contribution to the Accounts, makes a rollover to or from such Accounts, or fails to elect any of the above three provisions. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the surviving spouse may be recalculated once each year. The life expectancy of a beneficiary other than the surviving spouse will be determined at the time payment first commences and payments for any 12-consecutive month period will be based on such life expectancy minus the number of whole years passed since distribution first commenced. The life expectancy of a beneficiary other than the surviving spouse may not be - 33 - recalculated after distribution has commenced. (d) For purposes of this requirement, any amount paid to a child of the Participant will be treated as if it had been paid to the Participant's surviving spouse if the remainder of the interest becomes payable to the surviving spouse when the child reaches the age of majority." 20. Effective as of January 1, 1985, in Section 5.04 entitled "Beneficiary" the fifth paragraph is hereby amended to read as follows: "If the Participant so elects in writing, any amount that would otherwise be payable to the beneficiary in a single sum may be applied to provide an Annuity Benefit, on the form of annuity elected by the Participant with respect to the beneficiary, subject to the provisions of Section 4.05 and to Equitable's rules then in effect. If at the death of a Participant there is no election in effect to - 34 - apply the Death Benefit to provide an Annuity Benefit, the beneficiary may make such an election subject to the provisions of Section 4.05 and Equitable's rules then in effect." EX-4.(E)(3) 19 CONSOLIDATED RIDER TO 300+ SERIES GROUP Consolidated Rider To 300+ Series Group IRA Certificate Effective as of the later of the date specified below or the Participant's Enrollment Date, we have amended the Certificate issued under Group Annuity Contract AC 5361 as follows: 1. The first page is hereby amended as follows: A. Effective as of May 1, 1987, the first and second agreements are hereby amended to read as follows. "To allocate the contributions made on the Participant's behalf under the Contract to the Account or Accounts maintained for such Participant; To apply the amounts the Participant has in his or her Investment Accounts to provide an annuity, periodic distribution or cash value benefit at the Participant's Retirement Date; and" B. Effective as of May 1, 1987, the provision entitled "Ten Days to Review" is hereby amended to read as follows: "The Participant may end participation under the Contract and cancel this certificate by mailing it to Equitable (at the address shown on page 3) within ten days after receipt. If the Participant does this, Equitable will refund any contribution made under the Contract on the Participant's behalf, or, if greater, with respect to contributions to the Investment Divisions of the Separate Account, the Participant's Account Balances in those Investment Divisions on the date the canceled certificate is received by Equitable." C. Effective as of May 1, 1987, the last paragraph is hereby amended to read as follows: "ASSETS HELD IN CONNECTION WITH THE CONTRACT MAY BE HELD IN ONE OR MORE INVESTMENT DIVISIONS OF THE SEPARATE ACCOUNT MAINTAINED BY EQUITABLE AND MAY INCREASE OR DECREASE IN VALUE AS DESCRIBED IN THE CONTRACT." Page 1 2. Effective as of May 1, 1987, the Table of Contents is hereby amended by deleting the reference to "The Separate Accounts" and substituting reference to "The Separate Account and Its Investment Divisions." 3. Effective as of March 21, 1994, on Page 3, the following amendments are made: A. The Participant's address will be added. B. The Equitable office address is hereby amended to read as follows: "The Equitable Life Assurance Society Box 2468, GPO New York, NY 10116" C. The reference to "Minimum Contribution Requirement" is deleted. D. The Section entitled "Available Investment Accounts" is hereby amended to read as follows: "Available Investment Accounts: Guaranteed Rate Accounts High Yield Account Money Market Account Global Account Stock Account Growth & Income Account Government Securities Account Growth Investors Account Balanced Account Conservative Investors Account Aggressive Stock Account Equitable reserves the right to add or remove Investment Accounts in accordance with Section 3.01." 4. Effective as of March 21, 1994, Section 1.02 entitled "Participant" is amended by replacing (i) with the following: (i) "a person who has been by Equitable under the Contract through a Supplemental Agreement" 5. Effective as of March 21, 1994, Section 1.03 entitled "Group" is amended by replacing the term "Administrative Agreement" with the term "Supplemental Agreement." 6. Effective as of March 21, 1994, in Section 1.04 entitled "Administrative Agreement", the following amendments are made: A. The title "Administrative Agreement" is changed to read "Supplemental Agreement." Page 2 B. The first sentence is amended to read as follows: "The term 'Supplemental Agreement' means any written understanding between the Group and Equitable which, among other things, may describe..." 7. In Section 1.05 entitled "Retirement Date" the following amendments are made: A. Effective as of March 21, 1994, the last sentence of the first paragraph is hereby amended to read as follows: "Any election for such change must be made in writing by Participant and shall not take effect until received by Equitable at the Equitable office address on page 3, or any other address that Equitable designates in written notice to the Participant." B. Effective as of January 1, 1985, the second paragraph is hereby amended to read as follows: "Any Retirement Date must be on the first day of a calendar month and no Retirement Date shall be earlier than the date of the Participant's attainment of age 59 years and 6 months and not later than the first day of April following the calendar year in which the Participant attains the age of 70 years and 6 months." 8. In Section 1.06 entitled "Definitions Relating to the Guaranteed Rate Account" the following amendments are made: A. Effective as of March 21, 1994, the paragraph entitled Guarantee Rate is amended to read as follows: "Guarantee Rate: The Guarantee Rate for a particular Guarantee is the effective annual rate of interest applicable throughout the Duration of that Guarantee. The open period for such a Guarantee Rate will be from the date it is declared through the last day of the Contribution Quarter or until Equitable establishes a new Guarantee Rate during such Contribution Quarter. Equitable will establish and announce the first Guarantee Rate of a given Contribution Quarter at least 10 days prior to the commencement of the Contribution Quarter. Equitable reserves the right, however, to change the Guarantee Rate during a Contribution Quarter. Each Page 3 contribution or transfer shall be credited with the Guarantee Rate in effect on the date of its receipt and shall not be affected by any subsequent change in the Guarantee Rate offered by Equitable. The Guarantee Rate will never be less than 3% per annum." B. Effective as of March 21, 1994, the first sentence of the definition of "Guarantee Withdrawal Charge" is amended to read as follows: "Any transfers or withdrawals with respect to a Guarantee prior to the end of the Duration of that Guarantee, except for withdrawals for Participant Service Charges as set forth in Section 3.08, for death or disability benefits as set forth in Section 3.10, or upon the election of an Annuity Benefit pursuant to Section 4.03 or a periodic distribution option in accordance with Section 4.04, will be subject to a Withdrawal Charge." C. Effective as of January 1, 1986, the following last sentence is added in the second paragraph of the definition of "Guarantee Withdrawal Charge" as follows: "The Withdrawal Charge will be deducted from the remaining amounts in the Participant's Guarantee after the withdrawal or transfer payment is processed; except the Withdrawal Charge may be deducted from the withdrawal or transfer payment if there is an insufficient amount in the Participant's Guarantee to pay such a charge." 9. Effective as of May 1, 1987, Part I entitled "Definitions" is hereby amended by adding the following Section 1.08 at the end thereof: "SECTION 1.08. REORGANIZATION DATE The term "Reorganization Date" means May 1, 1987." 10. Effective as of March 21, 1994, in Section 2.02 entitled "Definitions Relating to the Investment Divisions" the second sentence of the definition of "Valuation Period" is amended to read as follows: "A 'Business Day' is any day on which Equitable's home office and the New York Stock Exchange are both open for business." Page 4 11. Part II entitled "The Separate Accounts" is hereby amended effective as of May 1, 1987, unless otherwise indicated, to read as follows: "PART II - THE SEPARATE ACCOUNT AND ITS INVESTMENT DIVISIONS SECTION 2.01 THE SEPARATE ACCOUNT AND ITS INVESTMENT DIVISIONS The term "Separate Account" means the Separate Account No. 301 established by Equitable and maintained under the laws of the State of New York. Realized and unrealized gains and losses from the assets of the Separate Account are credited or charged against it without regard to other income, gains or losses of Equitable. Assets are put in the Separate Account to support the certificates issued under the Contract and other variable annuity contracts and certificates. Assets may be put in the Separate Account for other purposes, but not to support contracts, policies or other agreements which are not variable in form. On the Reorganization Date, Equitable exercised its rights under the Contract and the certificates to operate Separate Account Nos. 301,302,303 and 304 (collectively, the "Predecessor Separate Accounts") as a unit investment trust under the Investment Company Act of 1940. As a result, the Predecessor Separate Accounts have been combined with and into the Separate Account. The Separate Account now operates in unit investment form and consists of Investment Divisions. Each of the Investment Divisions may invest its assets in a separate class of shares of a designated investment company in which each class represents a separate portfolio in the investment company. The Investment Divisions are: o the Money Market Division o the Stock Division o the Government Securities Division o the Balanced Division o the Aggressive Stock Division o the High Yield Division o the Global Division. Page 5 Beginning May 1, 1994, the following three Investment Divisions will be available: o the Growth and Income Division o the Conservative Investors Division o the Growth Investors Division. On the Reorganization Date, the investment assets and liabilities of the Predecessor Separate Accounts were transferred to the Separate Account which transferred its investment assets and liabilities to the corresponding funds of the Harmony Investment Trust. On September 6, 1991, shares of the Funds (the "Funds") of the Hudson River Trust (the "Trust") were substituted for shares of the corresponding funds of the Prism Trust (formerly the Harmony Investment Trust). At such time, the Bond Division of the Prism Trust was merged into and became part of the Government Securities Division of the Trust. The transfer to the Funds did not change the Participant's existing Account Balances on the date of transfer. The assets of the Separate Account are the property of Equitable. The portion of assets in the Separate Account equal to the reserves and other contract liabilities with respect to the Separate Account will not be chargeable with liabilities arising out of any other business conducted by Equitable. Equitable reserves the right to transfer assets of any Investment Division in excess of the reserves and other liabilities with respect to that Investment Division to another Investment Division or to the general assets of Equitable ("General Account"), which supports the guarantees of the Contract and other contracts. Equitable may, at its discretion, make other Investment Divisions available to Participants. Equitable will provide Participants with written notice of all material details covering investment objectives and all charges, which may include expenses and fees, if any, incurred by the investment company. Equitable reserves the right, subject to compliance with applicable law, including approval of the Contract Holder or Participants, if required, (1) to cause the registration or deregistration of the Separate Account under the investment Company Act of 1940, (2) to operate the Separate Account under the direction of a committee and Page 6 to discharge such committee at any time, (3) to restrict or eliminate any voting rights of Participants or other persons who have voting rights as to the Separate Account, (4) to add, change or remove the designated investment company, (5) to add, change or remove Investment Divisions, (6) to combine any two or more Investment Divisions, (7) to transfer assets from any one of the Investment Divisions to another Investment Division, and (8) to operate the Separate Account or one or more of the Investment Divisions by making direct investments or in any other form Equitable in its sole discretion determines. The term "Investment Division" refers to any other Investment Division in which the assets of a class of certificates to which the Contract belongs are placed. Equitable may, however, at its discretion, invest the assets of the Separate Account or one or more of the Investment Divisions in any investment permitted by applicable law. Equitable may rely conclusively on the opinion of counsel (including attorneys in its employ) as to what investments it is permitted by law to make. In addition, unless otherwise required by law or regulation, an investment adviser or any investment policy may not be changed without the consent of Equitable. If any of the above changes result in a material change in the underlying investments of an Investment Division of the Separate Account, Equitable will notify the Participant of such change. If the Participant has value in that Investment Division, the Participant may request Equitable in writing to transfer that value from that Investment Division (without charge) to another Investment Division of the Separate Account, and may additionally change the allocation percentages applicable to future contributions made for him or her. Equitable will value the assets of each Investment Division on each Business Day, in accordance with the provisions of Section 2.02. Page 7 SECTION 2.02 DEFINITIONS RELATING TO THE INVESTMENT DIVISIONS. VALUATION PERIOD: For an Investment Division, the "Valuation Period" starts at the end of each Business Day and ends at the corresponding time on the next Business Day, and includes any non-business day or consecutive non-business days immediately preceding such Business Day. A "Business Day" is each weekday, excluding business holidays or other days on which changes in the value of securities held by the Separate Account (or any Investment Division) will not materially affect a Participant's value in the Separate Account (or such Investment Division). NET ASSETS: For an Investment Division, the "Net Assets" equal the value of the assets in the Investment Division at the close of business of a Valuation Period, minus the sum of (1) Expenses, and (2) any amount charged against the Investment Division in such Valuation Period for taxes or for amounts set aside by Equitable as a reserve for taxes attributable to the maintenance or operation of the Investment Division. The net asset value of a designated investment company's shares held in each Investment Division shall be the value reported to Equitable by such investment company. NET INVESTMENT FACTOR: For an Investment Division, the "Net Investment Factor" for a Valuation Period is (1) the Net Assets at the close of business of that Valuation Period, prior to giving effect to any amounts allocated to or withdrawn from the Investment Division during that Valuation Period, divided by (2) the Investment Division's Net Assets at the close of business of the preceding Valuation Period. UNIT: The "Unit" is a unit used in determining the value of a Participant's interest in an Investment Division for the period during which the Participant has contributions allocated to such Investment Division. UNIT VALUE: The "Unit Value" for each Investment Division on the first day contributions are allocated to the Separate Account will be equal to the Unit Value of the corresponding Predecessor Separate Account for the preceding Valuation Period multiplied by the Net Page 8 Investment Factor applicable to such Investment Division. The Unit Value for each Investment Division for which there is no Predecessor Separate Account will be equal to $10.00 on the first day contributions are allocated to such Investment Division. The Unit Value for each subsequent Valuation Period with respect to an Investment Division is the Unit Value for the immediately preceding Valuation Period multiplied by the Net Investment Factor for such subsequent Valuation Period. EXPENSES: For a Valuation Period, the Expenses which may be charged to an Investment Division are as follows: (1) Any amount charged against the Investment Division by Equitable during such Valuation Period to cover certain expenses incurred in the operation of the Separate Account and the Investment Divisions, including, but not limited to, taxes, interest, Securities and Exchange Commission charges and certain related expenses including printing of registration statements and amendments, outside auditing and legal expenses and certain costs of maintaining participant services, including recordkeeping services. (2) The daily charge against the Investment Division for each day in such Valuation Period for administrative expense charges, calculated on the basis of an effective annual rate of 0.25% of the value of the assets in the Investment Division. If the aggregate expenses of an Investment Division for a calendar year (including the charges described in sub- paragraphs (1) and (2) of this definition and investment advisory fees of the Trust ("Investment Advisory Fee") and certain other expenses attributable to the assets of the Investment Division invested in a corresponding Fund of the Trust, but excluding interest, taxes, brokerage and, with the consent of appropriate state regulatory authorities, extraordinary expenses) exceed a charge determined on the basis of an effective annual rate of (i) 1.0% of the value of the Money Market Division's average daily Net Assets in such Investment Division during such calendar year, or (ii) 1.5% of the value of the Stock Division, the Government Securities Division or Balanced Division's average daily Net Assets in such Page 9 Investment Division during such calendar year, then Equitable shall reimburse such Investment Division for the excess charged to such Investment Division. Notwithstanding anything to the contrary, if a Participant's Enrollment Date is prior to the Reorganization Date, the Investment Advisory Fee chargeable to such Participant's proportionate Account Balances invested in the corresponding Fund on each day in such Valuation Period, shall not exceed a charge, determined on the basis of an effective annual rate of (i) as to the Money Market Fund and the Government Securities Fund, 0.35% of the first $250 million, 0.325% of the next $250 million and 0.30% of the amount in excess of $500 million of the value of the assets of the Separate Account then invested in such Fund, and (ii) as to the Common Stock Fund and the Balanced Fund, 0.50% of the first $250 million, 0.45% of the next $250 million and 0.40% of the amount in excess of $500 million of the value of the assets of the Separate Account then invested in such Fund." 12. In Section 3.01 entitled "Accounts" the following amendments are made: A. Effective immediately, the reference in the first paragraph to "Subsection 2 of Section 3.04" should be corrected to read "Subparagraph 2 of Section 3.03." B. Effective as of May 1, 1994, the third and fourth sentences of the first paragraph are hereby amended to read as follows: "The Investment Accounts made available to the Participant are as specified on Page 3. Equitable reserves the right to add or remove Investment Accounts. Any amounts allocated to an Investment Account will either become part of the General Account or part of an Investment Division of the Separate Account applicable to that Investment Account." C. Effective as of May 1, 1987, the last paragraph is hereby amended to read as follows: "Any amounts withdrawn from an Investment Account will no longer be part of the General Account or the applicable Investment Division." Page 10 13. Effective as of May 1, 1987, in Section 3.02 entitled "Account Balances of Investment Accounts" the first sentence is hereby amended by deleting the term "Separate Account" and by substituting the term "Investment Division". 14. In Section 3.03 entitled "Contributions" the following amendments are made: A. Effective March 21, 1994, subparagraph number 1 is hereby amended to read as follows: "1. Contributions may be made for the Participant through a Supplemental Agreement. Any contribution made for the Participant by any means other than through payroll deduction by the Participant's employer pursuant to a Supplemental Agreement may be made only subject to Equitable's rules then in effect." B. Effective as of February 26, 1993, subparagraph number 2 is hereby amended to read as follows: "2. A contribution may be made under the Contract for a Participant consisting of amounts derived from a rollover contribution (as described by one of the following Internal Revenue Code Sections: 402(c), 403(a)(4), 403(b)(8) or 408(d)(3); or for contracts issued before the Unemployment Compensation Amendments of 1992, by Internal Revenue Code Sections 402(a)(5), 402(a)(6), or, 402(a)(7))." C. Effective as of March 21, 1994, subparagraph numbers 3 and 4 are deleted in their entirety. D. Effective as of March 21, 1994, subparagraph number 6 is added to read as follows: "6. No contributions, other than cash contributions, will be accepted. Except in the case of a rollover contribution (as permitted by Sections 402(c), 403(a)(4), 403(b)(8), or 408(d)(3) of the Internal Revenue Code), or a Contribution made under the terms of a Simplified Employee Pension as defined in Section 408(k) of the Internal Revenue Code, the total of such Contributions will not exceed $2,000 for any taxable year. Amounts transferred to the Contract from an Page 11 individual retirement account or annuity contract which meets the requirements of Section 408 of the Internal Revenue Code are not subject to the $2,000 limit." E. Effective as of January 1, 1987, a new subparagraph number 7 is added to read as follows: "7. The Participant shall be responsible, for tax purposes, for maintaining records as to the amount of contributions which are deductible and non-deductible made by or on behalf of such Participant." 15. In Section 3.04 entitled "Allocations" the following amendments are made: A. Effective March 21, 1994, in subparagraph number 2, the reference to "Administrative Agreement" is amended to read "Supplemental Agreement." B. Effective as of May 1, 1987, subparagraph number 3 is hereby amended to read as follows: "3. Any contribution made without appropriate direction as to its allocation will be allocated to the Participant's Money Market Investment Account." C. Effective as of March 21, 1994, subparagraph number 4 is hereby amended by changing the second sentence to read as follows: "If a contribution made other than through payroll deduction accompanies the written notice, the change shall be effective as of the date of receipt of the contribution." D. Effective as of May 1, 1987, the following new paragraph is hereby added to the end thereof: "For individuals who are Participants on the Reorganization Date, allocations of contributions made after the Reorganization Date will be on the basis of the allocation percentages in effect immediately before the Reorganization Date unless changed by such Participant in accordance with the foregoing provisions of this Section. Page 12 Accordingly, contributions which would otherwise have been allocated to the Predecessor Separate Account No. 301 will be allocated to the Money Market Division, contributions which would otherwise have been allocated to the Predecessor Separate Account No.302 will be allocated to the Stock Division, contributions which would otherwise have been allocated to the Predecessor Separate Account No.303 will be allocated to the Government Securities Division, and contributions which would otherwise have been allocated to the Predecessor Separate Account No.304 will be allocated to the Balanced Division. Contributions which were allocated to the Participant's Guaranteed Rate Account will continue to be allocated to the Guaranteed Rate Account." 16. Effective as of March 21, 1994, in Section 3.05 entitled "Transfers" the following amendments are made: A. Subparagraph number 3 is deleted in its entirety. B. Subparagraph number 4 is hereby amended to read as follows: "4. Transfers may not be made from one Guarantee in the Guaranteed Rate Account to another. Transfers from a Guarantee in the Guaranteed Rate Account may not be made during the Contribution Quarter with respect to that Guarantee. Any other transfer may be made at any time." 17. Effective as of March 21, 1994, Section 3.06 entitled "Partial Withdrawals" is amended to read as follows: A. In the first paragraph, the dollar amount of $10 listed in the second sentence is amended to $100. B. The second paragraph is hereby amended by deleting all references to the $5 processing charge in the first sentence. C. The third sentence of the second paragraph is deleted in its entirety. 18. Effective March 21, 1994 in Section 3.08 entitled "Participant Service Charge" the following amendments are made: Page 13 A. All references to the "Administrative Agreement" shall be replaced by "Supplemental Agreement." B. The third and fourth sentences of the second paragraph are replaced by the following: "The Participant Service Charge will be deducted from each Participant's Accounts, and within those Accounts from the Participant's balance in each Investment Account, in accordance with the ordering rule established by Equitable from time to time. The ordering rule in effect from time to time shall be available to the Participant upon request. Such withdrawals will reduce the number of Units in the Participant's Investment Accounts." C. The second and third sentences of the fourth paragraph will be deleted in their entirety. 19. Effective beginning March 21, 1994, a new Section 3.08a is added as follows: "3.08A ENROLLMENT FEE An enrollment fee of $25 will be paid to Equitable upon enrollment of each new Participant in a Simplified Employee Pension. Unless the Participant's employer pays the fee, it will be charged against the first contribution made on behalf of the Participant." 20. Effective March 21, 1994, in Section 3.09 entitled "Termination of Participation," the following amendments are made: A. The second sentence of the first paragraph is amended by deleting the phrase "... minus a $5 processing charge...." B. In the first sentence of the second paragraph the minimum monthly payment for an Annuity Benefit is changed from $20 to $50. 21. In Section 3.10 entitled "Death or Disability Benefit" the following amendments are made: A. Effective as of January 1, 1987, the first sentence of the first paragraph is hereby amended by deleting the reference to "Section 408(f)(3)" and by substituting reference to "Section 72(m)(7)." B. Effective as of March 21, 1994, a new last sentence is added to read as follows: Page 14 "Due proof of such death or disability must be received by Equitable at the Equitable office address on Page 3, or any other address Equitable designates in written notice to the Participant." C. Effective as of January 1, 1986, the second paragraph is hereby amended to read as follows: "Payment to the Participant or the beneficiary may be deferred by Equitable in accordance with the provisions of Section 5.06." 22. In Section 3.11 entitled "Optional Modes of Settlement" the following amendments are made: A. Effective as of January 1, 1985, the first paragraph is hereby amended to read as follows: "Any Participant may elect that the whole or any part of any amount that would otherwise be payable to the Participant's designated beneficiary in a single sum be paid to such beneficiary under an optional mode of settlement, subject to the provisions of Section 4.05 and to Equitable's rules in effect at the time of election. A beneficiary may make such an election after the Participant's death if no such election made by the Participant is then in effect." B. Effective as of March 21, 1994, the last sentence of the third paragraph is hereby amended to read as follows: "Any election, designation, revocation or change shall be effective as of the date written notice thereof is received by Equitable at the office on Page 3, or any other address Equitable designates in written notice to the Participant." 23. In Section 4.01 entitled "Annuity Benefit" the following amendments are made: A. Effective as of May 2, 1988, the third paragraph is hereby amended to read as follows: "The term 'Amount Applied' means the portion of the Annuity Value which the Participant elects to apply toward an Annuity Benefit pursuant to Section 4.02, less any state Premium Tax as determined by Page 15 Equitable, and a one-time administrative fee in an amount as follows: Participants who purchased contracts prior to July 1, 1983 have no charge; Participants who purchased contracts on or after July 1, 1983 and prior to May 2, 1988 are charged $175; and Participants who purchased contracts on or after May 2, 1988 are charged at the applicable rate in effect on the date of purchase." B. Effective as of May 1, 1987, the second paragraph hereby amended to read as follows: "The term "Annuity Value" means the amount, determined on the Participant's Retirement Date, equal to the sum of the Account Balances of the Participant's Investment Accounts and the Cash Value of the Participant's Guaranteed Rate Account." 24. In Section 4.02 entitled "Election and Commencement of Annuity Benefits" the following amendments are made: A. Effective as of March 21, 1994, in the second paragraph, the minimum monthly Annuity Benefit or periodic distribution payment is changed from $20 to $50. B. Effective as of February 26, 1993, the following paragraphs are added at the end thereof: "Notwithstanding anything in the Contract or the certificate to the contrary, the entire value of the Participant's Accounts (less applicable charges as determined by Equitable pursuant to the terms of the Contract or the certificate) will be distributed or commence to be distributed no later than the Participant's Retirement Date in equal or substantially equal amounts over (a) the life of such Participant, or the lives of such Participant and his designated beneficiary, or (b) a period not extending beyond the life expectancy of such Participant, or the joint and last survivor life expectancy of such Participant and his designated beneficiary. Payments must be made in periodic payments at intervals of no longer than one year. In addition, payments must be either non increasing or they may increase only as provided in Q&A F-3 of Section 1.401(a)(9)-1 of the Proposed Income Tax Regulations. Page 16 All distributions made hereunder shall be made in accordance with the requirements of Section 401(a)(9) of the Code, including the incidental death benefit requirements of Section 401(a)(9)(G) of the Code, and the regulations thereunder, including the minimum distribution incidental benefit requirement of Section 1.401(a)(9)-2 of the Proposed Income Tax Regulations. Life expectancy is computed by use of the expected return multiples in Tables V and VI of Section 1.72-9 of the Income Tax Regulations. Unless otherwise elected by the Participant by the time distributions are required to begin, life expectancies shall be recalculated annually. Such election shall be irrevocable by the Participant and shall apply to all subsequent years. The life expectancy of a non-spouse beneficiary may not be recalculated. Instead, life expectancy will be calculated using the attained age of such beneficiary during the calendar year in which the Participant attains age 70 1/2, and payments for subsequent years shall be calculated based on such life expectancy reduced by one for each calendar year which has elapsed since the calendar year life expectancy was first calculated." 25. Effective as of March 21, 1994, in Section 4.04 entitled "Periodic Distribution Option" the following amendments are made: A. The first paragraph is hereby amended to read as follows: "The Participant may elect pursuant to Section 4.02 to receive the Account Balance of each of the Participant's Investment Accounts under the periodic distribution option, so long as such payments extend for a period of three years or longer. Such option, subject to the conditions set forth in the following subparagraphs, provides either: (a) Period Certain: A series of monthly, quarterly, semi-annual or annual installment payments (as specified by the Participant) over a number of whole years beginning as of the Participant's Retirement Date, such number of whole years being the lesser of (i) the number of whole years designated by the Participant before the Participant's Retirement Date and (ii) the number of years equal to the greater of the life Page 17 expectancy of the Participant and the joint and last survivor life expectancy of the Participant and the Participant's designated beneficiary as of the Participant's Retirement Date, rounded to the next lower whole year. If permitted by Equitable pursuant to its rules in effect at the time, the life expectancy of the Participant and his spouse may be recalculated once each year. The life expectancy of a beneficiary other than the Participant's spouse may not be recalculated after distribution has commenced. (b) Dollar Certain: A series of level monthly, quarterly, semi-annual or annual installment payments (as specified by the Participant) in an amount specified by the Participant such that the period of payments is projected, as of the date of the first payment, to be a period of at least three years' duration." B. Subparagraph number 1 is amended to read as follows: "1. Payments made under the periodic distribution option will include interests held by the Participant in the Guaranteed Rate Account. However, Equitable reserves the right to suspend distribution from the Guaranteed Rate Accounts for such payments in its sole discretion." C. Subparagraph number 2 is hereby amended to read as follows: "2. The amount of each Period Certain monthly, quarterly, semi-annual or annual installment elected in accordance with Section 4.04(a) above shall be computed by Equitable beginning on the date as of which such installment payments commence, and thereafter, as of the first day of each succeeding month, quarter, semi-annual or annual period. The amount of each such periodic distribution payment shall be determined by dividing the sum of the Account Balances of the Participant's Investment Accounts as of the first day of each period by the number of periods remaining." Page 18 D. Subparagraph number 3 is amended to read as follows: "3. Each periodic distribution payment will be withdrawn from the Participant's Investment Accounts in proportion to the amount of the Participant's interest in each such Investment Account immediately before such payment is made." E. Subparagraph number 5 is amended to read as follows: "5. While periodic distributions are being made, the Participant may transfer amounts among the Investment Accounts maintained for the Participant pursuant to Section 3.01, except that transfers may not be made from one Guaranteed Rate Account to another. A Withdrawal Charge pursuant to Section 1.06 will be deducted from such transfers." F. Subparagraph number 6 is amended by changing the phrase "monthly installment" to read "periodic distribution" and by deleting the phrase "...minus a $5 processing charge." G. Subparagraph numbers 7 and 8 are amended by changing the phrase "monthly installment" to read "periodic distribution." 26. Effective as of February 26, 1993, in Section 4.05 entitled "Payment of Benefits" the first paragraph is deleted and the following paragraphs are inserted in its place, to read as follows: "With regard to any form of benefit elected in accordance with Section 4.02, if the Participant dies before the entire interest is distributed, the following distribution provisions shall apply: (a) If the Participant dies after distribution of his interest in the Accounts has commenced, the remaining portion of such interest will continue to be distributed at least as rapidly as under the method of distribution being used prior to the Participant's death. If a distribution for a Period Certain in accordance with Section 4.04 had commenced prior to the Participant's death, then the distribution shall be made to the Page 19 Participant's beneficiary, limited in accordance with the option selected. (b) If the Participant dies before distribution of his interest in the Accounts commences, the Participant's entire interest will be distributed in accordance with one of the following four provisions: (1) The Participant's entire interest will be paid within 5 years after the date of the Participant's death. (2) If the Participant's interest is payable to a beneficiary designated by the Participant and the Participant has not elected (1) above, then the entire interest will be distributed in substantially equal installments over the life or life expectancy of the designated beneficiary commencing no later than one year after the date of the Participant's death. The designated beneficiary may elect at any time to receive greater payments. (3) If the designated beneficiary of the Participant is the Participant's surviving spouse, the spouse may elect within the five year period commencing with the Participant's date of death to receive equal or substantially equal payments over the life or life expectancy of the surviving spouse commencing on any date prior to the date on which the deceased Participant would have attained the age of 70 1/2. The surviving spouse may accelerate these payments at any time, by either increasing the frequency or amount of such payments. (4) If the designated beneficiary is the Participant's surviving spouse, the surviving spouse may treat the Participant's Accounts as his or her own individual retirement account ("IRA"). This election will be deemed to have been made if such surviving spouse makes a regular IRA contribution to the Accounts, makes a rollover to or from such Accounts, or fails to elect any of the above three provisions. Life expectancy is computed by use of the expected return multiples in Tables V and VI of Section Page 20 1.72-9 of the Income Tax Regulations. For purposes of distributions begining after the Participant's death, unless otherwise elected by the surviving spouse by the time distributions are required to begin, life expectancies shall be recalculated annually. Such election shall be irrevocable by the surviving spouse and shall apply to all subsequent years. Distributions under this section are considered to have begun if distributions are made on account of the individual reaching his or her required beginning date or if prior to the required beginning date distributions irrevocably commence to an individual over a period permitted and in an annuity form acceptable under Section 401(a)(9) of the Regulations. (c) For purposes of this requirement, any amount paid to a child of the Participant will be treated as if it had been paid to the Participant's surviving spouse if the remainder of the interest becomes payable to the surviving spouse when the child reaches the age of majority." 27. Effective as of February 23, 1993, Section 5.01 is amended by adding the following third paragraph: "The Contract and the certificates issued thereunder are established for the exclusive benefit of the Participant and his or her beneficiaries." 28. Effective as of January 1, 1985, in Section 5.04 entitled "Beneficiary" the first paragraph is hereby amended to read as follows: "If the Participant so elects in writing, any amount that would otherwise be payable to the designated beneficiary in a single sum may be applied to provide an Annuity Benefit, on the form of annuity elected by the Participant with respect to the designated beneficiary, subject to the provisions of Section 4.05 and to Equitable's rules then in effect. If at the death of a Participant there is no election in effect to apply the Death Benefit to provide an Annuity Benefit, the designated beneficiary may make such an Page 21 election subject to the provisions of Section 4.05 and Equitable's rules then in effect." 29. Effective July 26, 1992, the date on which Equitable converted from a mutual life insurance company to a stock life insurance company, Section 5.11 entitled "Participation in Surplus" is deleted in its entirety. - ------------------------------------ -------------------- Joseph J. Melone Richard H. Jenrette President and Chief Executive Officer Chairman of the Board -------------------------- Molly K. Heines Vice President and Secretary Page 22 EX-4.(F) 20 PLAN OF OPERATIONS THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Plan of Operations for Separate Account No. 301 I. Description of Separate Account No. 301 Separate Account Nos. 301 (Money Market Fund), 302 (Stock Fund), 303 (Bond Fund) and 304 (Balanced Fund) (collectively referred to as the 300 Series) were established by the Board of Directors of The Equitable Life Assurance Society of the United States (Equitable) on October 19, 1981. On August 27, 1986, the Committees of the 300 Series adopted resolutions authorizing all actions necessary to restructure and combine the 300 Series into a single separate account, Separate Account No. 301 (Account), organized as a unit investment trust with investment divisions (Divisions). Pursuant to those resolutions and subject to the approval of participants (Participants) under group annuity contracts funded through the 300 Series (Contracts), an Agreement and Plan of Reorganization has been been entered into among Equitable, each of the 300 Series separate accounts, Integrity Life Insurance Company, an Arizona life insurance company which is a wholly-owned subsidiary of Equitable, and Harmony Investment Trust, a series-type mutual fund which is -2- organized as a Massachusetts business trust (Trust). The reorganization authorized by the 300 Series Committees (Reorganization) will result in a change in the form of a Participant's interest, not in the substance of that interest. Accordingly, the economic interests of Participants will, in all material respects, remain the same after the Reorganization. At the effective time of the Reorganization, each 300 Series separate account's portfolio assets (consisting of cash securities and other investments held or in transit, receivables for sold investments, and dividends and interest receivables) and related liabilities will be transferred to the corresponding investment portfolio (Fund) of the Trust in exchange for shares in such Fund to be issued to corresponding Divisions of the Account. Simultaneously, Equitable will combine all of the 300 Series separate accounts into the Account, which will thereafter operate as a unit investment trust registered under the Investment Company Act of 1940 (Investment Company Act). The Account will have seven Divisions: Money Market, Stock, Bond, Balanced, Aggressive Stock, High Yield and Global. The first four divisions correspond to the predecessor separate accounts in the 300 Series. The last three are new and have no predecessors. Consistent with its current right to add or to eliminate separate accounts in the 300 Series, -3- Equitable will reserve the right under its Contracts to add or to eliminate Divisions. The Account will continue to comply with all pertinent provisions of Section 4240 (Separate Accounts) of the New York Insurance Law. II. The Underlying Mutual Fund Contributions allocated by Participants to each Division will be invested in a corresponding Fund of the Trust. The Trust is registered under the Investment Company Act as an open-end diversified management investment company which will invest the assets of separate accounts of insurance companies. Each Fund of the Trust is a separate investment portfolio with its own investment objectives. The objectives described below are fundamental within the meaning of the Investment Company Act and may not be changed without the approval of Shareholders of the Trust. Name of Fund Investment Objectives ------------ --------------------- Common Stock To achieve long-term growth of its capital and increasing income by investing primarily in common stock and other equity-type securities. Bond To achieve interest income and appreciation of capital by investing primarily in publicly-traded debt securities. -4- Name of Fund Investment Objectives ------------ --------------------- Balanced To achieve a high return through both appreciation of capital and current income by investing in a diversified portfolio of publicly-traded equity and debt securities and money market instruments. Money Market To obtain a high level of current income, preserve its assets and maintain liquidity and investment quality by investing in money market instruments. Aggressive Stock To achieve long-term growth of capital (with current income as a secondary consideration) by investing primarily in common stocks and other equity-type securities issued by small and intermediate-size companies with strong growth prospects. High Yield To achieve a high return by maximizing current income and, to the extent consistent with that objective, capital appreciation. Global To achieve long-term growth of capital and increasing income by investing in marketable equity securities of non-United States as well as United States companies. III. Voting of Shares of the Trust The shares of the Trust are divided into seven classes, one for each Fund. Each share is entitled to one vote, and fractional shares are entitled to fractional votes. The Trust -5- is not required to hold annual shareholder meetings, but special meetings may be called for purposes such as electing or removing Trustees, changing fundamental objectives or approving an investment advisory agreement. Though Equitable is the legal owner of the shares attributable to investments made by the Account in the Trust, each Participant, whenever a vote is required, will be entitled to instruct Equitable how to vote the number of shares purchased as a result of his or her contributions. Equitable will vote any shares in a Fund for which no instructions have been received, as well as any shares attributable to its own accumulations in the Account, in the same proportion as it votes shares for which it has received instructions. IV. Markets and Forms of Contracts The Account will continue to fund the types of tax-favored retirement programs funded by the 300 Series since its inception -- namely, individual retirement annuities and tax-sheltered annuity arrangements for employees of tax-exempt organizations. Participation in the 300 Series is provided for under Contracts issued to an employer, trust company or trade -6- association pursuant to Section 4238 of the New York Insurance Law. Group clients enroll under the Contract those of their employees or members who wish to contribute and may also offer a payroll deduction facility for contributions under the Contract. Under certain programs, spouses of employees or members of group clients, as well as Participants who have terminated employment with group clients, may also participate on a non-payroll deduction basis. V. Unit Values Each Participant's interest in the Divisions of the Account is expressed in terms of accumulation units. The value of a unit fluctuates with the investment performance of the corresponding Fund of the Trust, which reflects the investment income and realized and unrealized capital gains and losses of the Fund, as well as Trust expenses. The units of each Division of the Account therefore have different unit values. Unit values also reflect the following deductions and charges made to the Divisions of the Account: 1. Administration Charge. A charge for each day of a valuation period is made for administrative expenses at an effective annual rate of 0.25% of the value of each Division's assets. -7- 2. Recordkeeping Charges. The Divisions are charged for computerized maintenance of and access to records for each Participant. These charges are made at cost and reflect, among other things, the number of Participants, the types and volume of transactions and the system time required. 3. Expenses Borne Directly by the Account. Certain costs and expenses are charged directly to the Divisions. These include, among other things, certain expenses incurred in the operation of the Account and the Divisions, and Securities and Exchange Commission charges and related expenses. If in any calendar year certain aggregate expenses of a Division (including investment advisory fees and other Trust expenses charged to the corresponding Fund of the Trust) exceed 1% of the value of the Money Market Division's average daily net assets, or 1.5% of the value of the Stock, Bond or Balanced Divisions' average daily net assets, that Division will be reimbursed for the excess. Unit values are determined at the end of each business day. The participant service charge, which varies but cannot exceed $30 per year, reduces the number of units credited to a Participant but does not affect unit values. -8- VI. Contract Reserves Reserves for contracts funded through the Account are calculated using the Commissioner's Annuity Reserve Method, which produces reserves not less than those legally required. VII. Tax Treatment When Equitable computes unit values for the Divisions of the Account, no charge for federal income taxes will be imposed on income and gains of the Divisions. Equitable nonetheless reserves the right to charge the Account for taxes and to establish reserves for taxes. In addition, the Trust intends to operate the Funds such that (1) they will have no federal tax liability, and (2) the insurance company shareholders, in turn, will not be taxed on any distributions from the Funds. VIII. Reports and Notices Reports will be sent at least annually to each Participant showing as of a specified recent date: (1) the total number of units in each Division credited to the Participant, and (2) the unit values. Similar information will be furnished in notices confirming transactions. Participants -9- will also receive semi-annual reports containing financial statements of the Trust. 0326i 2/10/87 EX-5.(A) 21 FORM OF APPLICATION FOR GROUP VARIABLE ANNUITY CONTRACT. APPLICATION TO THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Processing Office: Individual Annuity Center, P.O. Box 2996, G.P.O., New York, New York 10116 FOR A VARIABLE ANNUITY CONTRACT: EQUITABLE'S NON-QUALIFIED EQUI-VEST CONTRACT - ------------------------------------------------------------------------------- UNIT SECTION (Complete only if Salary Allotment is used) 1. EMPLOYER/UNIT NAME --------------------------------------------------------- 2. [_] EXISTING UNIT NO.____________________ [_] NEW UNIT ________________ Form 983-2357 Required - ------------------------------------------------------------------------------- PARTICIPANT SECTION 3. PROPOSED PARTICIPANT - Print name to appear on Contract. ------------------------------------------------------------------- First Middle Initial Last A. [_] Mr. [_] Mrs. [_] Ms. [_] Other ---------- B. Date of Birth: Year Month Day ----------- ----------- ------------ C. Age at Nearest Birthday: D. State of Residence: ----------- ------ E. Participant's Mailing Address: F. [_] Male [_] Female No., St. -------------------------------------------------------- -------------------------------------------------------- City -------------------------------------------------------- State Zip Code - ------ --------- ------- G. Social Security Number (Required): - - ---------- ------- -------- H. Are you associated with or employed by a member of National Association of Securities Dealers, Inc. (NASD)? [_] yes [_] No 4. RETIREMENT AGE (maximum: 85) ---------- 5. BENEFICIARY - Include FULL NAME and RELATIONSHIP to Participant. FOR DEATH BENEFIT UPON PARTICIPANT'S DEATH BEFORE RETIREMENT DATE, AND FOR OWNERSHIP RIGHTS UPON DEATH OF OWNER. -------------------------------------------------------------------- -------------------------------------------------------------------- -------------------------------------------------------------------- 6. OWNER-ONLY IF OTHER THAN PARTICIPANT:[_]Individual [_]Executor [_]Guardian [_]Custodian (SEE #14) [_]Trustee (For natural person) The following owner types will incur annual tax liability [_]Corporation [_] Partnership [_] Deferred Compensation [_] Trustee (NOT for natural person) Name ---------------------------------------------------------------- No., St. ---------------------------------------------------------------- City ---------------------------------------------------------------- State Zip Code - ------ -------- ------- Relationship to Participant --------------------------------------------- Owner SSN # - - (IF CUSTODIAN USE PARTICIPANT'S SSN #) -------- ---- -------- Are you associated with or employed by a member of National Association of Securities Dealer, Inc. (NASD)? [_] Yes [_] No ABOVE NAMED OWNER WILL RECEIVE ALL COMMUNICATIONS. SPECIFY ANY CO-OWNERS IN SPECIAL INSTRUCTIONS (#13). 7. CONTRIBUTION ALLOCATION Fixed Income Account % ----- Stock Account % ----- Money Market Account % ----- Balanced Account % ----- Aggressive Stock Accounts % ----- -------------------- (PERCENTAGES IN WHOLE NUMBERS) Total 100 % 8. Will any existing insurance or annuity be replaced or changed (or has it been), assuming the contract applied for will be issued? [_] Yes [_] No IF YES, answer the questions below: A. Year Issued: Plan: -------------- --------------- Company: -------------------------------------- B. Contribution Basis: (CHECK ONE ONLY): [_] pre-August 14, 1982 [_] post-August 31, 1982 (SEPARATE APPLICATION REQUIRED FOR EACH BASIS.) C. Net Cost: $ ----------------------------------------- (NET COST ILLUSTRATION MUST BE SUBMITTED). 9. CONTRIBUTIONS (COMPLETE ONLY IF CONTRIBUTION BASIS POST-AUGUST 13, 1982 AND FURTHER CONTRIBUTIONS ANTICIPATED) A. Reminder Notice (Billing) Required [_] yes [_] No IF YES, complete B-C-D B. Reminder Frequency: [_] Annual [_] Semi-Annual [_] Quarterly For Salary Allotment Only: [_] Monthly [_] Semi-Monthly [_] Bi-Weekly C. Reminder Frequency Date (IF SALARY ALLOTMENT, MUST AGREE WITH EXISTING UNIT OR ATTACHED 983-2357 FORM): Mo. Day ------------- --------------- D. REMINDER AMOUNT $ ------------------- (CONTRIBUTIONS MUST BE AT LEAST $50.) 10. EXPECTED FIRST PARTICIPATION YEAR CONTRIBUTION $ ------------------------------------------ (MUST BE AT LEAST $1,000 OR $600 IF SALARY ALLOTMENT) FOR SALARY ALLOTMENT ONLY: IF AN ADVANCED PARTICIPATION DATE IS REQUESTED, COMPLETE #9C AND #13. - ------------------------------------------------------------------------------- (FOR PROCESSING OFFICE USE) Unit Name Cert. or App. # ---------------------------- -------------------- Frequency Reminder Date ---------------------------- -------------------- Amendment Required Participation Date ------------------- ----------------- Receipt Date Batch # Inquiry # Processor 11. Did you receive the Separate Accounts Prospectus? [_] Yes [_] No Date on Prospectus ------------------------------------------------- Date of any Supplement to Prospectus -------------------------------- 12. ITEMS (A) THROUGH (G) ARE TO BE ANSWERED COMPLETELY OR NOT AT ALL. If Participant does not wish to provide information requested check here [_]. (Show amounts before this purchase.) NOTE: In NJ and MD by law item (A) MUST be answered. (A) Sources of Retirement Income (other than Soc. Security) ----------------------------------------------------------- ----------------------------------------------------------- (B) Debts: $ --------------------------------------------------- --------------------------------------------------- --------------------------------------------------- (C) (i) Savings (Checking and Savings accounts): $ --------------------------------------------------- (ii) Securities: $ --------------------------------------- (iii) Value of home, less mortgage: $ --------------------- (iv) Other Assets (specify sources and amounts): ---------------------------------------------------- ---------------------------------------------------- (D) Ages of Dependents: ---------------------------------------- (E) Amount of Life Insurance: $ -------------------------------- (F) Cash available for investment or retirement: (i) $ annually, or (ii) $ single sum ------------- --------- (G) Annual income including spouse's: $ ------------------------ 13. SPECIAL INSTRUCTIONS --------------------------------------------------------------- --------------------------------------------------------------- --------------------------------------------------------------- --------------------------------------------------------------- --------------------------------------------------------------- --------------------------------------------------------------- --------------------------------------------------------------- --------------------------------------------------------------- --------------------------------------------------------------- --------------------------------------------------------------- 14. CUSTODIAN DESIGNATION: (Fill in) THE OWNER is --------------------------------- ---------------- (name) (Relationship) as custodian for ----------------------------------------------- (participant) under the Uniform Gifts to Minors Act. ---------------- (state) 15. Amount paid with this form: $ ---------------------------------- (must be at least $1,000. for other than Salary Allotment) (If a check is submitted with this request, no advanced participation date is permitted.) BACKDATING IS NOT PERMITTED. - ------------------------------------------------------------------------------- NOTE: Amount paid will be credited upon receipt at Equitable Processing Office, subject to return if the contract is not issued: the Participation Date of the contract will be the date of receipt by Equitable of all completed requirements at Equitable's Processing Office. The Normal Form of annuity benefit is a Life With 10 years Certain Annuity. At retirement, you will be given a choice of this form or any of several other available forms. AGREEMENT All information and statements furnished in this request are true and complete to the best of my (our) knowledge and belief. I (We) understand and acknowledge that no Agent has the authority to make or modify any contract on Equitable's behalf, or to waive or alter any of Equitable's rights and regulations. Under the penalties of perjury I (we) certify that the Social Security Number(s) or Tax identification Number(s) provided on this form is (are) true, correct, and complete. IT IS UNDERSTOOD THAT THE ACCOUNT VALUES ATTRIBUTABLE TO ALLOCATION TO THE SEPARATE ACCOUNTS AND VARIABLE ANNUITY BENEFIT PAYMENTS MAY INCREASE OR DECREASE AND ARE NOT GUARANTEED AS TO DOLLAR AMOUNT.
Signature of Proposed Participant X Date City State --------------------------- --------- ----------- ---------- Signature of Owner (if other than the Proposed participant) X -----------------------------------------------
- ------------------------------------------------------------------------------- AGENT SECTION Will any existing insurance or annuity be replaced or changed (or has it been), assuming the contract applied for will be issued:[_]Yes [_] No I (we) certify that a prospectus for the contract applied for has been given to the proposed Participant and that no written sales materials other than those approved by The Equitable have been used. Non-Qualified Equi-Vest issued must adequately reflect the commission interest of all Agents on previous certificates or contracts.
Agent's Name(s) (Print) Initial of Agent Agent Agency District Agent's (Service Agent first) Last Name Number % Code Manager Code Signature - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
FOR AGENCY COMPLIANCE FILE: INITIALS OF AGENCY EQS Date District EQS Date --------- ------ --------- ---------
- ------------------------------------------------------------------------------- (FOR ASU USE)
ASU Code and APP. No. ASU Rec'd. Date to Proc. Off. Campaign[_] ------------ --------- --------------
Agent(s) shown above is Equity Qualified and is licensed in the state where the request is signed. Above Agent information verified by ASM (Registered Rep) ----------------------- THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Processing Office: Individual Annuity Center, P.O. Box 2996, G.P.O., New York, New York 10116 REQUEST FOR ENROLLMENT UNDER EQUITABLE'S NON-QUALIFIED EQUI-VEST CONTRACT - ------------------------------------------------------------------------------- UNIT SECTION (Complete only if Salary Allotment is used) 1. EMPLOYER/UNIT NAME --------------------------------------------------------- 2. [_] EXISTING UNIT NO.________________ [_] New Unit ___________________ Form 983-2357 Required - ------------------------------------------------------------------------------- PARTICIPATION SECTION 3. PROPOSED PARTICIPANT a. Print name to appear on Certificate. -------------------------------------------------------------------- First Middle Initial Last b. [_] Mr. [_] Mrs. [_] Ms. [_] Other -------------- c. Date of Birth: Year Month Day ------------ -------------- -------------- d. Age at Nearest Birthday ----------------------------------------------- e. State of Residence ---------------------------------------------------- f. [_] Male [_] Female g. Social Security Number - - ------ ---- -------- h. Are you associated with or employed by a member of National Association of Securities Dealers, Inc. (NASD)? [_] Yes [_] No 4. RETIREMENT AGE (maximum: 85) ------------ 5. BENEFICIARY - Include FULL NAME and RELATIONSHIP to Participant. (For Death Benefit upon Participant's death before Retirement Date, and for Ownership Rights upon death of Owner) ------------------------------------------------------------------------- ------------------------------------------------------------------------- ------------------------------------------------------------------------- ------------------------------------------------------------------------- 6. OWNER - Specify: Full Name and Address Relationship to Participant ---------------------------------- --------------------------------- ---------------------------------- Social Security or Tax I.D. No. ---------------------------------- ---------------------------------- Above named Owner will receive all communications. Specify any co-owner or secondary owners in Special Instructions (#12). 7. CONTRIBUTION ALLOCATION (PERCENTAGES IN WHOLE NUMBERS) Fixed Income Account % ------- Stock Account (Sep Acct A) % ------- Money Market Acct (Sep Acct E) % ------- Balanced Acct (Sep Acct J) % ------- Aggressive Stock Acct (Sep Acct K) % ------- -------------------- Total 100 % 8. Will any existing insurance or annuity be replaced or changed (or has it been), assuming the certificate applied for will be issued? [_] yes [_] No If yes, answer the questions below: Contribution Basis [_] pre-August 14, 1982 (check one) [_] post-August 13, 1982 Note that a separate enrollment form must be submitted for each basis. --------------------------------------------------------------------------- Year Issued, Company, and Plan --------------------------------------------------------------------------- Net Cost (Net Cost Illustration must be submitted.) 9. CONTRIBUTIONS (complete only if the Contribution Basis is post-August 13, 1982 and further contributions are anticipated) a. Reminder Frequency If no reminders are desired, check here: [_]. [_] Annual [_] Semi-Annual [_] Quarterly For salary Allotment Only: [_] Monthly [_] Semi-Monthly [_] Bi-Weekly b. First Reminder Date (if Salary Allotment, must agree with existing unit or attached 983-2357 form): Mo. Day ----------- -------------- c. REMINDER AMOUNT $ --------------------------- (contributions must be at least $50.) - ------------------------------------------------------------------------------- (FOR Unit Name Cert. or App. # PROCESSING ---------------------- ----------------- OFFICE Frequency Reminder Date USE) ----------------------- ------------------- Amendment Required Participation Date ------------- -------------- Receipt Date batch # Inquiry # Processor d. EXPECTED FIRST PARTICIPATION YEAR CONTRIBUTION $ ------------------------ (must be at least $1,000. for Individual billing or $600. for Salary Allotment) For Salary Allotment only: If an advanced participation date is requested, complete #9b and #12. 10. Did you receive the Separate Accounts Prospectus? [_] Yes [_] no Date on Prospectus --------------------------------------------------------- Date of any supplement to Prospectus --------------------------------------- 11. Items (a) through (g) are to be answered completely or not at all. If Participant does not wish to provide information requested check here [_]. (Show amounts before this purchase.) Note: In NJ and MD by law item (a) must be answered. (a) Sources of Retirement Income (other than Soc. Security) ----------------------------------------------------------------------- ----------------------------------------------------------------------- (b) Debts: $ --------------------------------------------------------------- --------------------------------------------------------------- --------------------------------------------------------------- (c) (i) Savings (Checking and Savings accounts): $ --------------------------------------------------------------- (ii) Securities: $ --------------------------------------------------- (iii) Value of home, less mortgage: $ --------------------------------- (iv) Other Assets (specify sources and amounts): ---------------------------------------------------------------- ---------------------------------------------------------------- (d) Ages of Dependents: ---------------------------------------------------- (e) Amount of Life Insurance: $ -------------------------------------------- (f) Cash available for investment or retirement: (i) $ annually, or ----------------------------------------------------------------- (ii) $ single sum ----------------------------------------------------------------- (g) Annual income including spouse's: $ ------------------------------------ 12. SPECIAL INSTRUCTIONS --------------------------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- 13. Amount paid with this form: $ ---------------------------------------------- (must be at least $1,000. for other than Salary Allotment) (If a check is submitted with this request, no advanced participation date is permitted.) Backdating is not permitted. - ------------------------------------------------------------------------------- NOTE: Amount paid will be credited upon receipt at Equitable Processing Office, subject to return if the certificate is not issued: the Participation Date of the certificate will be the date of receipt by Equitable of all completed requirements at Equitable's Processing Office. The Normal Form of annuity benefit is a Life With 10 years Certain Annuity. At retirement, you will be given a choice of this form or any of several other available forms. AGREEMENT All information and statements furnished in this request are true and complete to the best of my (our) knowledge and belief. I (We) understand and acknowledge that no Agent has the authority to make or modify any contract on Equitable's behalf, or to waive or alter any of Equitable's rights and regulations. Under the penalties of perjury I (we) certify that the Social Security Number(s) or Tax identification Number(s) provided on this form is (are) true, correct, and complete. IT IS UNDERSTOOD THAT THE ACCOUNT VALUES ATTRIBUTABLE TO ALLOCATION TO THE SEPARATE ACCOUNTS AND VARIABLE ANNUITY BENEFIT PAYMENTS MAY INCREASE OR DECREASE AND ARE NOT GUARANTEED AS TO DOLLAR AMOUNT.
Signature of Proposed Participant X Date City State --------------------------- --------- ----------- ---------- Signature of Owner (if other than the Proposed participant) X -----------------------------------------------
- ------------------------------------------------------------------------------- AGENT SECTION Will any existing insurance or annuity be replaced or changed (or has it been), assuming the certificate applied for will be issued? [_]Yes [_] No I (we) certify that a prospectus for the certificate applied for has been given to the proposed Participant and that no written sales materials other than those approved by The Equitable have been used. Non-Qualified Equi-Vest issued must adequately reflect the commission interest of all Agents on previous contracts or certificates.
Agent's Name(s) (Print) Initial of Agent Agent Agency District Agent's (Service Agent first) Last Name Number % Code Manager Code Signature - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
FOR AGENCY COMPLIANCE FILE: INITIALS OF AGENCY EQS Date District EQS Date --------- ------ --------- ---------
- ------------------------------------------------------------------------------- (FOR ASU USE)
ASU Code and APP. No. ASU Rec'd. Date to Proc. Off. Campaign[_] ------------ --------- --------------
Agent(s) shown above is Equity Qualified and is licensed in the state where the request is signed. Above Agent information verified by ASM (Registered Rep) ----------------------- THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES Processing Office: Individual Annuity Center, P.O. Box 2996, G.P.O., New York, New York 10116 REQUEST FOR ENROLLMENT UNDER EQUITABLE'S QUALIFIED EQUI-VEST CONTRACT - ------------------------------------------------------------------------------- PLAN/UNIT SECTION
1. TYPE OF PURCHASE Complete One plan Only G. [_] PEDC (Public Employee Deferred Compensation) (GV-PEDC 4991) A. [_] TSA Public School (GV-PS 4931) H. [_] IRC-457 (Tax Exempt Organization) (GV-PEDC 4991-SU-080) B. [_] TSA 501 (c) (3) Organization (GV-501 4921) I. [_] SEP (Simplified Employee Pension) (GV-SEP 4981) C. [_] TSA University (GV-PS 4931-31) J. [_] CORPORATE TRUSTEED (GV-Corp 4941-41) D. [_] IRA Individual (GV-IRA 4971) Type of contributions [_] Required [_] Voluntary (After Tax) E. [_] IRA Unit Billed (GC-IRA 4971) K. [_] KEOGH/HR-10 TRUSTEE (GV HR-10 4911-11) (trustee owned) (9) F. [_] IRA QUALIFIED PLAN ROLLOVER - Distribution from Type of contributions [_] Required [_] Voluntary (After Tax) a Qualified Plan L. [_] KEOGH/HR-10 (GV-HR-10 4911) (not trustee owned) (9) (GV-IRA 4971-71) Type of contributions [_] Required [_] voluntary (After Tax)
- ------------------------------------------------------------------------------- DO NOT COMPLETE THIS SECTION IF BOX 1.D or 1.F CHECKED ABOVE 2. EMPLOYER/PLAN NAME --------------------------------------------------------- 3. [_] EXISTING UNIT NO._________________ [_] NEW UNIT________________ (FOR NEW TRUSTEE OWNER PLAN OR TWO OR MORE LIVES FORM 983-135B REQUIRED) - ------------------------------------------------------------------------------- PARTICIPANT SECTION 4. PROPOSED PARTICIPANT - Print name to appear on Contract. ------------------------------------------------------------------- First Middle Initial Last A. [_] Mr. [_] Mrs. [_] Ms. [_] Other ---------- B. Date of Birth: Year Month Day ----------- ----------- ------------ C. Age at Nearest Birthday: D. [_] Male [_] Female ----------- E. Participant's Mailing Address: F. State of Residence: ------- No., St. -------------------------------------------------------- -------------------------------------------------------- City -------------------------------------------------------- State Zip Code - ------ --------- ------- G. Social Security Number (Required) - - ---------- ------- -------- H. Are you associated with or employed by a member of National Association of Securities Dealers, Inc. (NASD)? [_] yes [_] No 5. RETIREMENT AGE ( ) ---------- 6. BENEFICIARY - Include FULL NAME and RELATIONSHIP to Participant. (BENEFICIARY MUST BE OWNER FOR PEDC/IRC-457 PURCHASES AND FOR MOST TRUSTEED PLANS.) -------------------------------------------------------------------- -------------------------------------------------------------------- -------------------------------------------------------------------- -------------------------------------------------------------------- 7. CONTRIBUTION ALLOCATION (PERCENTAGES IN WHOLE NUMBERS) Fixed Income Account % ----- Stock Account % ----- Money Market Account % ----- Balanced Account % ----- Aggressive Stock Account % ----- -------------------- Total 100 % 8. CONTRIBUTIONS (NOT REQUIRED FOR 1.F) A. Reminder Notice (Billing) Required [_] yes [_] No IF YES, complete b-c-d-e B. REMINDER DATE Required for Individual IRA or otherwise must agree with existing unit or attached 983-135B MONTH DAY ------------------- --------------- C. REMINDER FREQUENCY [_] Annual [_] Semi-Annual [_] Quarterly [_] Monthly Available for TSA, PEDC/IRC-457 AND UNIT BILLED IRA ONLY: [_] Semi-Monthly [_] Bi-Weekly D. REMINDER AMOUNT $ ------------------- E. BILLING MONTHS TO BE EXCLUDED - TSA ONLY 9. EXPECTED FIRST PARTICIPATION YEAR CONTRIBUTION $ ------------------------------------------ If an advanced billing and/or participation date are requested, complete #8b and #13. - ------------------------------------------------------------------------------- (FOR PROCESSING OFFICE USE) Unit Name Reminder Date ---------------------------- ------------------------ Cert. or App.# Amendment Required ----------------------- ------------------- PEDC Emp. Add. Emp. Fed. ID # ----------------------- ----------------------- Frequency Participation Date ---------------------------- ------------------- Receipt Date Batch # Inquiry # Processor 10. Did you receive the Separate Accounts Prospectus? [_] Yes [_] No Date on Prospectus --------------------------------------------------------- Date of any Supplement to Prospectus ---------------------------------------- 11. ITEMS (A) THROUGH (G) ARE TO BE ANSWERED COMPLETELY OR NOT AT ALL. If Annuitant does not wish to provide information requested check here [_]. (Show amounts before this purchase.) NOTE: In NJ and MD by law item (A) MUST be answered. (A) Sources of Retirement Income (other than Soc. Security) ----------------------------------------------------------------------- ----------------------------------------------------------------------- (B) Debts: $ --------------------------------------------------------------- --------------------------------------------------------------- --------------------------------------------------------------- (C) (i) Savings (Checking and Savings accounts): $ --------------------------------------------------------------- (ii) Securities: $ --------------------------------------------------- (iii) Value of home, less mortgage: $ --------------------------------- (iv) Other Assets (specify sources and amounts): ---------------------------------------------------------------- ---------------------------------------------------------------- (D) Ages of Dependents: ---------------------------------------------------- (E) Amount of Life Insurance: $ -------------------------------------------- (F) Cash available for investment or retirement: (i) $ annually, or ----------------------------------------------------- (ii) $ single sum ----------------------------------------------------- (G) Annual income including spouse's: $ ------------------------------------ 12. Will any existing insurance or annuity be replaced or changed (or has it been), assuming the certificate applied for will be issues? [_] Yes [_] No 13. SPECIAL INSTRUCTIONS --------------------------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- --------------------------------------------------------------------------- 14. Amount paid with this form: $ ---------------------------------- (If a check is submitted with this request, no advanced participation date is permitted.) BACKDATING IS NOT PERMITTED: NOTE: Amount paid will be credited upon receipt at Equitable's Processing Office, subject to return if the certificate is not issued. The Participation Date of the certificate will be the date of receipt by Equitable of all completed requirements at Equitable's Processing office. - ------------------------------------------------------------------------------- AGREEMENT All information and statements furnished in this request are true and complete to the best of my knowledge and belief. I understand and acknowledge that no Agent has the authority to make or modify any contract on Equitable's behalf, or to waive or alter any of Equitable's rights and regulations. IT IS UNDERSTOOD THAT THE ACCOUNT VALUES ATTRIBUTABLE TO ALLOCATIONS TO THE SEPARATE ACCOUNTS AND VARIABLE ANNUITY BENEFIT PAYMENTS MAY INCREASE OR DECREASE AND ARE NOT GUARANTEED AS TO DOLLAR AMOUNT.
Signature of Proposed Participant X Date City State --------------------------- --------- ----------- ---------- Signature of Owner (REQUIRED FOR PEDC/IRC 457/HR-10 TRUSTEE/CORP. TRUSTEED) X -----------------------------------------------
- ------------------------------------------------------------------------------- AGENT SECTION Will any existing insurance or annuity be replaced or changed (or has it been), assuming the certificate applied for will be issued? [_]Yes [_] No I (we) certify that a prospectus for the certificate applied for has been given to the proposed Annuitant and that no written sales materials other than those approved by The Equitable have been used. Equi-Vest issued must adequately reflect the commission interest of all Agents on previous contracts or certificates.
Agent's Name(s) (Print) Initial of Agent Agent Agency District Agent's (Service Agent first) Last Name Number % Code Manager Code Signature - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------------------------
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FOR AGENCY COMPLIANCE FILE: INITIALS OF AGENCY EQS Date District EQS Date --------- ------ --------- ---------
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(FOR ASU USE) AGENT(S) SHOWN ABOVE IS EQUITY AND IS LICENSED IN THE STATE WHERE THE REQUEST ASU Code and App. No. IS SIGNED ------------------------------ ASU Rec'd Above Agent information verified by ASM ----------------------------------------- Date to Proc. Off. Campaign [_] ---------------------------------------------------------------------------- -------------------- Application reviewed by -----------------------------------------------------
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES APPLICATION FOR ESTABLISHMENT OF NEW QUALIFIED EQUI-VEST PLAN - -------------------------------------------------------------------------------
1. TYPE OF QUALIFIED PLAN ESTABLISHED: A) [_] TSA 403(b)Public School (3-30) F) [_] PEDC (Public Employee Deferred Compensation) (9-90) B) [_] TSA 501 (c) (3) Organization (2-20) G) [_] IRC-457 (Tax Exempt Organization) (9-90 SU 080) C) [_] TSA University (3-31) H) [_] KEOGH/HR-10 TRUSTEE (1-11) D) [_] IRA Unit Billed (GC-IRA 4971) I) [_] KEOGH/HR-10 (1-10) E) [_] SEP (Simplified Employee Pension)(8-80) J) [_] CORPORATE TRUSTEED (4-41)
2. NAME OF PLAN: --------------------------------------------------------------------------- 3. EFFECTIVE DATE OF PLAN: Year Month Day ------------ -------- ------------ 4. FISCAL YEAR END (FOR KEOGH, SEP, PEDC/IRC-457): Month Day ----------- ------------ 5. REMINDER NOTICE REQUIRED: [_] Yes [_] No 6. UNIT REMINDER DUE DATE: Month Day ----------- ---------- 7. REMINDER FREQUENCY: [_] Annual (1) [_] Semi-Annual (2) [_] Quarterly (3) [_] Monthly (4) Available for TSA, PEDC/IRC-457 and unit Billed IRA only: [_] Semi-Monthly (5) [_] Bi-Weekly (7) 8. ORDER IN WHICH PARTICIPANTS TO APPEAR ON STATEMENT REMINDER: [_] Alphabetical (3) [_] Certificate Number (2) 9. EMPLOYER FEDERAL IDENTIFICATION NUMBER: - ----- ---------------- 10. BILLING NAME: --------------------------------------------------------------------------- Plan Mailing and Billing Address: ------------------------------------------ No. & Street: ------------------------------------------ City or Town: ------------------------------------------ State: Zip Code - ---------------- --------- ------ 11. TSA UNIVERSITY PLANS ONLY: (A) Does the University Plan Document AUTHORIZED Participants to make Loans: [_] Yes [_] No (B) Maximum % of cash at maturity % ------- (C) Surrenders, Withdrawals or Loans (if allowed) will be processed only with employer approval at the time the request is made. (D) Please describe any other plan restrictions on reverse of this form. Acceptance of any other plan provisions or restrictions detailed on back is subject to Equitable approval. 12. PEDC/IRC-457, HR-10 TRUSTEE, AND CORPORATE TRUSTEED PLANS ONLY:
(A) Should all correspondence (except Billing and Proxies) be sent to participants? [_] Yes [_] No (B) Does Owner/Employer authorize Participants to make transfers between accounts and change the allocation percentages for future allocations? [_] Yes [_] No 13. ERISA INFORMATION STATEMENT SUBMITTED (Required if Box 1(C) (D) (E) (G) (H) (I) or (J) checked): [_] Yes [_] No 14. IS EQUITABLE ADOPTION STATEMENT BEING SUBMITTED (Answer Required if Box 1(H) (I) or (j) checked): [_] yes [_] No
- ------------------------------------------------------------------------------- UPON ESTABLISHMENT OF PLAN, THE EQUITABLE IS AUTHORIZED TO SOLICIT PROSPECTIVE APPLICANTS FOR THE PLAN. X Dated at on 19 ----------------------------------------- ---------------- ------ -- Signature and Title of Authorized City State Officer or Purchaser - ------------------------------------------------------------------------------- Key Agent (Please Print) ASU (Alpha) (Numeric) - ----------------------------------------------- ------- ----- (First) (Middle Initial) (Last) (Code) Agency ------------------------------------------------------------------------- (Name) (Numeric Code) Key Agent Signature ------------------------------------------------------------ - ------------------------------------------------------------------------------- (PROC. OFFICE USE ONLY) ANALYST CODE ---------------------- ------- EX-5.(B) 22 FORM OF PARTICIPANT ENROLLMENT. TSA
RETURN THIS FORM TO YOUR COMPANY EQUITABLE EMPLOYEE EMPLOYEE BENEFITS SPECIAL RETIREMENT PRODUCTS APPLICATION DEPARTMENT - -------------------------------------------------------------------------------------------------------------------- 1. EMPLOYEE INFORMATION (PLEASE PRINT) Name Male Female - ---------------------------------------------------- ------------------------- First MI Last Home Address Telephone Day ( ) - ---------------------------------------------------- ------------------------- Night ( ) City State Zip State of Residence - ---------------------------------------------------- ------------------------- Date of Birth: Month Day Year SS # - - - ---------------------------------------------------- ------------------------- - -------------------------------------------------------------------------------------------------------------------- 2. EMPLOYER INFORMATION Name Location Code - -------------------------------------------------------------------------------------------------------------------- Address - -------------------------------------------------------------------------------------------------------------------- City State Zip - -------------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------------- 3. RETIREMENT DATE Month Year Specify the month and year in which you plan your retirement ------------------------- benefits to begin. - -------------------------------------------------------------------------------------------------------------------- 4. INVESTMENT ALLOCATION Indicate how your contributions are to be divided. (Use whole percents to total 100%.) Choose only among the options which are permitted for investment under your Employer Administrative Agreement. Equitable Investment Option Percentage Money Market Division % Common Stock Division % Bond Division % Balanced Division % High Yield Division % Aggressive Stock Division % Global Division % Guaranteed Rate Account 1 Year % Guaranteed Rate Account 3 Years % Total 100% - ------------------------------------------------------------------------------------------------------------------- (Over)
RETURN THIS FORM TO YOUR COMPANY EMPLOYEE BENEFITS DEPARTMENT - --------------------------------------------------------------------------------------------------------------------------- 5. SIGNATURE Please sign your name authorizing Equitable to establish a TSA Certificate for you. I hereby authorize Equitable to establish a TSA Certificate in accordance with the instructions given above. I have been furnished a copy of the Prospectus, (and any supplements thereto) and I am familiar with its provisions. I understand the investment objectives of the Investment Options and have determined that Equitable's TSA is suitable for my investment needs and financial situation. Further, I understand that Fund Unit Values may increase or decrease and are not guaranteed as to dollar amount (unlike the Guaranteed Rate Account). Also, I certify that a copy of a current salary reduction agreement is on file with my employer and that the above Social Security Number is correct and valid. NOTICE TO APPLICANT: IF YOU HAVE ANY QUESTIONS, BE SURE THEY ARE ANSWERED TO YOUR SATISFACTION BEFORE YOU SIGN AND RETURN THIS APPLICATION. Employee Signature ______________________________________ Date _____________________ Please complete BENEFICIARY DESIGNATION and TELEPHONE SERVICE AUTHORIZATION. - -------------------------------------------------------------------------------------------------------------------------- 6. BENEFICIARY DESIGNATION I hereby designate the following person(s) to receive my TSA assets upon my death: Beneficiary _______________________________ % _________ Relationship _______________ Address _______________________________________________________________________ Social Security Number _________________________________ Beneficiary _______________________________ % __________ Relationship _______________ Address _______________________________________________________________________ Social Security Number _________________________________ Beneficiary _______________________________ % __________ Relationship _______________ Address _______________________________________________________________________ Social Security Number _________________________________ If your company's TSA plan is not exempt from the requirements of the Retirement Equity Act of 1984 (REA), then a married employee's beneficiary must be his/her spouse unless the spouse consents in writing to the designation of a different beneficiary.
(Over) CONSENT FORM - -------------------------------------------------------------------------------- IF YOU ARE MARRIED AND YOUR BENEFICIARY IS NOT YOUR SPOUSE, YOUR SPOUSE MUST SIGN THE FOLLOWING STATEMENT, WHICH MUST BE WITNESSED BY A NOTARY OR BY AN AUTHORIZED REPRESENTATIVE OF THE PLAN. I, _______________________ , am the current spouse of ____________________, Name Name the Employee who is completing this form. I hereby consent by my signature appearing below to such Employee's designation of the above named beneficiary(ies), who is (are) someone other than myself and who will receive the Employee's TSA assets, if any, upon his or her death. I further acknowledge that I understand that I have the right to be named as the Employee's beneficiary and to receive the death benefit payable under the certificate, and that I hereby waive such right. I acknowledge that I understand the consequences of this waiver and consent and that I have the right to approve any subsequent beneficiary designations. Signature of spouse _______________________________ Witnessed this __________ day of _____________________ , 19 by _____________________ . My commission expires [ ] I hereby certify that I am the above-named Employee and I am not married. ---------------------------------------------------- Employee's Signature - -------------------------------------------------------------------------------- Unless a special beneficiary designation is in effect at the time an account becomes payable, any amount which becomes payable to your beneficiary shall be payable to the first surviving class of the following: (1) widow or widower; (2) surviving children: (3) the executors or administrators of the person upon whose death the payment becomes due. - -------------------------------------------------------------------------------- (Over) RETURN THIS FORM TO YOUR COMPANY EMPLOYEE BENEFITS DEPARTMENT - -------------------------------------------------------------------------------- 7. TELEPHONE SERVICE AUTHORIZATION (Complete only if permitted under your Employer Administrative Agreement) Complete this section if you would like to (A) obtain information about your account or (B) transfer money over the telephone. I would like to make use of Equitable's toll-free telephone number to: (A) Obtain information about my account. I authorize the Equitable to provide information about my account, via telephone, to any person representing himself or herself to be me and furnishing the required identification information. Signature _________________________________ Date _____________ (B) Transfer money among the Investment Options. I authorize the Equitable to act on telephone transfer instructions from any person representing himself or herself to be me and furnishing the required identification information. No transfer will be made unless the correct identification information is provided. The authorization card identification information will remain in effect until revoked by me in writing. I UNDERSTAND THAT NO MONEY CAN BE WITHDRAWN BY TELEPHONE AND THAT THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES ("EQUITABLE") WILL NOT BE LIABLE FOR ANY LOSS, LIABILITY, COSTS OR EXPENSES ARISING OUT OF TRANSFERS AUTHORIZED BY TELEPHONE AND THAT THE TELEPHONE TRANSFER SERVICE MAY BE TERMINATED BY EQUITABLE AT ANY TIME. Signature _________________________________ Date _____________ - -------------------------------------------------------------------------------- FOR EQUITABLE USE ONLY: Name of Employer/Organization _________________________________________________ Group Account Number _______________________ Payroll Location Code ____________ I R A PARTICIPANT ENROLLMENT ________________ ASSOCIATION (ASSOCIATION) MEMBERS RETIREMENT PROGRAM AVAILABLE THROUGH THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES - -------------------------------------------------------------------------------- PARTICIPANT NOTE: A separate application form is needed to establish INFORMATION a spouse's account. ____________________________________________________ ____ MALE ____ FEMALE NAME FIRST MI LAST ________________________________________________________________________________ ADDRESS/NUMBER AND STREET APT # ________________________________________________________________________________ CITY STATE ZIP ________________________________________________________________________________ STATE OF RESIDENCE This is my ______ Home Address ______ Business Address Home Telephone #: ( ) ________________ Business Telephone #: ( ) ________________ Social Security Number _______-____-_______ Date of Birth: Mo._____________ Day ______ Yr.______ ASSOCIATION Affiliation: ______ ASSOCIATION Member (18) ______ Employee of ASSOCIATION Affiliated Practice (27) ______ Spouse of ASSOCIATION Member or of employee (36) - -------------------------------------------------------------------------------- RETIREMENT I understand that I may begin receiving benefits from my DATE IRA as early as age 59 1/2, but not later than the end of the year I reach age 70 1/2. Presently, I intend for my IRA benefits to begin: (insert any date between ages 59 1/2 and the end of the year you become 70 1/2 to be referred to in your IRA as the "Retirement Date") -------- -------- MONTH YEAR If you do not specify a Retirement Date, we will assume retirement to be at age 65. (You can change your expected retirement date whenever you wish.) - -------------------------------------------------------------------------------- BENEFICIARY I hereby designate the following person(s) to receive my DESIGNATION IRA assets upon my death: (A separate statement may be attached.) BENEFICIARY(IES) ADDRESS % - -------------------------------------------------------------------------------- % - -------------------------------------------------------------------------------- % - -------------------------------------------------------------------------------- I agree that if no beneficiary designation is in effect at the time an amount becomes payable, any amount which becomes payable to my beneficiary shall be payable to the first surviving class of the following: (1) widow or widower; (2) surviving children; (3) the executors or administrators of the person upon whose death the payment becomes due. - -------------------------------------------------------------------------------- A. ____ I authorize The Equitable Life Assurance Society of the OPTIONAL ____ United States ("Equitable") to provide information about my TELEPHONE IRA, via telephone, to any person who represents himself or AUTHORIZATION herself to be me and who furnishes the required identification information. B. ____ I authorize The Equitable Life Assurance Society of the ____ United States ("Equitable") to provide information about my IRA and to act on telephone instructions to transfer money among the Investment Options from any person who represents himself or herself to be me, and who furnishes the required identification information. No transfer will be made unless the correct identification information is provided. The authorization card identification information will remain in effect until revoked by me in writing. I UNDERSTAND THAT NO MONEY CAN BE WITHDRAWN BY TELEPHONE AND THAT THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES ("EQUITABLE") WILL NOT BE LIABLE FOR ANY LOSS, LIABILITY, COSTS OR EXPENSES ARISING OUT OF TRANSFERS AUTHORIZED BY TELEPHONE AND THAT THE TELEPHONE TRANSFER SERVICE MAY BE TERMINATED BY EQUITABLE AT ANY TIME.
- -------------------------------------------------------------------------------- SIGNATURE I hereby authorize The Equitable Life Assurance AND Society of the United States ("Equitable") to issue an ACCEPTANCE IRA Certificate in accordance with the instructions given above. See attached IRA Tax Disclosure Booklet. I have been furnished with a copy of the IRA Prospectus (and any supplement to the IRA Prospectus), and I am familiar with its provisions. I understand the investment objectives of the Investment Options that I have chosen, and have determined that the IRA is a suitable investment based upon my investment needs and financial situation. Further, I understand that any Equity Division unit values may increase or decrease and are not guaranteed as to dollar amount (unlike the Guaranteed Rate Account). NOTICE TO APPLICANT: IF YOU HAVE ANY QUESTIONS BE SURE THAT THEY ARE ANSWERED TO YOUR SATISFACTION BEFORE YOU SIGN AND RETURN THIS APPLICATION. PLEASE BE SURE TO COMPLETE A SEPARATE APPLICATION FOR EACH PERSON. ________________________________________________________________________________ SIGNATURE __________________________________________________ DATE ___________ - -------------------------------------------------------------------------------- CONTRIBUTION INSTRUCTIONS: Complete this information if you are making FORM a current contribution to your IRA. Please make your check payable to The Equitable Life Assurance Society ("Equitable") and mail to: The Equitable, Separate Account No. 301, P.O. Box 182093, Columbus, Ohio 43218. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- PARTICIPANT'S NAME SOCIAL SECURITY NUMBER - -------------------------------------------------------------------------------- ADDRESS - -------------------------------------------------------------------------------- See attached IRA Disclosure Booklet. $ ____________________________________________________ _____________________ CONTRIBUTION DATE INVESTMENT OPTION Your contributions will be invested among the Investment Options in accordance with the investment allocation instructions you designate below: Money Market Division % __________ or $_____________________ Common Stock Division % __________ or $_____________________ Bond Division % __________ or $_____________________ Balanced Division % __________ or $_____________________ High Yield Division % __________ or $_____________________ Aggressive Stock Division % __________ or $_____________________ Global Division % __________ or $_____________________ Guaranteed Rate Account 1 Year % __________ or $_____________________ Guaranteed Rate Account 3 Years % __________ or $_____________________ Total Contribution 100% or $_____________________
TAX YEAR CONSIDERATION Enter tax year for this contribution. 19__. If you have not yet filed your federal income tax report for last year, and your total contribution has not yet exceeded your allowable maximum for that year, you may make a contribution for last year until the tax return due date. You are responsible for keeping records of the deductible and non-deductible amounts contributed to your IRA. - ------------------------------------------ ------------------------------- SIGNATURE DATE For a rollover from a prior IRA or other qualified plan please request a special "Rollover Contribution Form." Do not use this form for rollover contributions. For more information call toll free 1-800-992-3012 NATIONWIDE Be sure to complete one application per person. Return this application form to: The Equitable Life Assurance Society Separate Account No. 301 P.O. Box 182093 Columbus, Ohio 43218 EX-8.(A) 23 AGREEMENT BETWEEN EQUITABLE AND INTEGRITY LIFE AGREEMENT FOR COOPERATIVE AND JOINT USE OF PERSONNEL, PROPERTY AND SERVICES BETWEEN THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES AND INTEGRITY LIFE INSURANCE COMPANY Agreement made as of the 15th day of March, 1985 between THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES, a New York corporation (Equitable) and Integrity Life Insurance Company, an Arizona corporation (Integrity), Witnesseth: WHEREAS, Integrity is a wholly owned subsidiary of Equitable and desires to utilize Equitable's personnel, property and services in carrying out some of its corporate functions and Equitable is willing to furnish the same on the terms and conditions hereinafter set forth; NOW, THEREFORE, the parties do hereby mutually agree as follows: 1. Equitable will furnish, or contract with any of its affiliates or subsidiaries for the furnishing of, as available, personnel, property and services, including advice and assistance with respect to investments, requested from time to time by Integrity to carry out its corporate functions. -1- 2. Integrity agrees to pay to Equitable those costs and expenses incurred by Equitable or any of its affiliates or subsidiaries which, as reasonably determined by Equitable and demonstrated to the reasonable satisfaction of Integrity, reflect the actual cost to Equitable or its affiliates or subsidiaries of furnishing such personnel, property and services. 3. The books, accounts and records of Equitable and Integrity as to all transactions hereunder, shall be maintained so as to clearly and accurately disclose the nature and details of the transactions, including such accounting information as is necessary to support the reasonableness of the charges or fees herein. 4. The term of this Agreement shall commence as of the date hereinabove indicated and continue until December 31, 1985, and thereafter shall be deemed to be renewed automatically, upon the same terms and conditions, for successive periods of one year each, until either party, at least 60 days prior to the expiration of the original term or of any extended term, shall give written notice to the other party of its intention not to renew the Agreement. 5. It is understood that (a) Equitable, any of its affiliates or subsidiaries, will invest for their own account and may act as investment adviser for others and that Equitable or such others or persons or organizations affiliated with Equitable could have investment interests adverse to the interests of Integrity in -2- the same or related investments, (b) Equitable is not obligated to make available to Integrity any particular investment opportunity which comes to Equitable or its subsidiaries or affiliates, regardless of whether such opportunity is consistent with the investment policies of Integrity; and (c) Integrity shall retain full control over its investment activities, and Equitable or any of its affiliates or subsidiaries shall have no power or authority by virtue of this Agreement, whether as agent or otherwise, to obligate or commit Integrity for the acquisition or disposition of any investment. 6. No assignment of this Agreement shall be made by Equitable without the consent of Integrity. 7. Subject to the foregoing Clause 6, this Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties hereto. Dated: March 15, 1985 THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES By Peter R. Wilde ________________________________ INTEGRITY LIFE INSURANCE COMPANY By Franklin Maisano _________________________________ -3- EX-8.(B) 24 ADMINISTRATION AND SERVICING AGREEMENT ADMINISTRATION AND SERVICING AGREEMENT AGREEMENT, made as of this 1st day of May, 1987, by and between THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES, 787 Seventh Avenue, New York, New York 10019 ("Equitable"), and INTEGRITY LIFE INSURANCE COMPANY, 1350 Avenue of the Americas, New York, New York 10019 ("Integrity"). W I T N E S S E T H: WHEREAS, Equitable is the issuer of certain deferred annuity products, including individual retirement annuity certificates and tax-sheltered annuity contracts (collectively, the "Contracts") providing for both fixed accumulations through Equitable's general account and variable accumulations through Separate Account No. 301 of The Equitable Life Assurance Society of the United States (the "Separate Account"); and WHEREAS, the Separate Account (i) is a separate account established under the Insurance Law of the State of New York, (ii) is registered as an investment company under the Investment Company Act of 1940 (the "1940 Act") and (iii) is a unit investment trust with divisions invested solely in shares of the corresponding portfolios of an underlying mutual fund (the "Fund"); and WHEREAS, Equitable is the Depositor for the Separate Account under the 1940 Act; and WHEREAS, Equitable has performed and now desires Integrity to perform certain administrative and recordkeeping services for the Separate Account and the Contracts; and WHEREAS, Integrity is in the business of providing recordkeeping services and administration to various clients and has the personnel, computer programs and expertise necessary to provide administration and recordkeeping services for the Separate Account and the Contracts; and WHEREAS, the Contracts provide that Equitable may make certain charges to cover the cost of administration against the assets of the Separate Account and that the Separate Account may also pay certain expenses directly. NOW, THEREFORE, Equitable and Integrity agree as follows: 1. Integrity shall provide all administration, recordkeeping, electronic data processing and contractholder services normally required for the Contracts and the Separate Account and previously provided by Equitable. Without limiting the generality of the foregoing, Integrity will provide the services summarized in Schedule A, attached hereto, and such modified or additional services as may be agreed upon by the parties from time to time and set forth in written memoranda attached hereto and incorporated into this Agreement as if fully set forth herein. 2. Integrity warrants and represents that its services for the Separate Account shall be equal to or better than those currently provided to other Integrity clients and that it has the ability to enable compliance by the Contracts with all Federal, State and local statutes, rules, regulations, orders and decrees. Integrity further warrants and represents that it is familiar with the data processing need associated with Internal Revenue Service and New York Insurance Department requirements and Securities and Exchange Commission ("SEC") regulated financial transactions and recordkeeping requirements. Integrity also represents that it is competent in the recordkeeping industry and in the area of financial transactions. Integrity agrees to share its knowledge and use its best efforts to enable the Separate Account to perform legal and business functions. Integrity, as the administrator and recordkeeper, shall comply with all applicable requirements of Federal securities laws, the Internal Revenue Code, the Insurance Law of the State of New York and regulations thereunder applicable to the Contracts and the Separate Account. Integrity warrants and represents that it is familiar with relevant legal requirements and shall use its best efforts to continue to keep abreast of relevant information regarding applicable legal requirements. 1 3. Integrity shall meet or exceed such performance standards as shall be necessary to make it possible for the Separate Account to comply with Federal securities laws applicable to the Contracts and, in addition, the performance standards specified in Schedule B attached hereto. The standard of performance shall be equal to or better than that currently provided by Integrity for similar types of services. 4. At least once each quarter, Integrity shall furnish to Equitable an operations report which shall be in a form mutually agreed upon by the parties and which shall include the number of transactions and correspondence items processed separated by category, a quantitative measure of response time and performance, mean time to respond, and any other specific operating or administrative data and information necessary to evaluate performance. 5. Integrity shall retain, in accessible form, tapes, reports and other records and documents for such time periods and in such forms specified in Schedule C attached hereto. 6. Integrity agrees that all records and other data pertaining to the Contracts, including without limitation, files, input materials, reports and forms that are received, computed, developed, used, and/or stored pursuant to this Agreement are the exclusive property of Equitable and that all such records and other data shall be furnished to Equitable by Integrity upon termination of this Agreement for any reason whatsoever. Furthermore, upon Equitable's request at any time or times while this Agreement is in effect, Integrity shall promptly deliver to Equitable any or all of the data and records held by Integrity pursuant to this Agreement. Integrity shall not possess any interest in, title or other right to, or lien upon any such data or records. This shall not preclude Integrity from keeping copies of such data or records for its own files. 7. Subject to paragraph 6, individuals, duly authorized in writing, of each of the parties hereto shall, upon reasonable prior written notice, have access to the books and records of the other party during normal business hours and subject to reasonable conditions, insofar as they pertain to the Contracts and the services provided with respect thereto hereunder. 8. Integrity shall keep in a separate and safe place additional copies of all records required to be maintained or additional tapes or disks necessary to produce all such records. Integrity shall use reasonable care to minimize the likelihood of any damage, loss of data, delays or errors resulting from an uncontrollable event, and should such damage, loss of data, delay or errors occur, Integrity shall use its best efforts to mitigate the effects of such occurrence. Integrity shall follow the security procedures described in Schedule D hereto with respect to data relating to the Contracts or the Separate Account. 9. Integrity will use its best efforts to safeguard and protect the confidentiality of all records and proprietary and other information with respect to Equitable and Equitable's contractholders and Integrity on behalf of itself and its employees shall keep confidential any proprietary information received from Equitable and any personal information respecting Equitable's Contractholders; provided, however, that if Integrity is required to produce any such information by a final order of any government agency or other regulatory body, it may, upon not less than ten (10) days written notice to Equitable, release the required information unless compelled by statute, regulatory requirement, or Court order to release the information sooner, provided, however, that no such release shall be made in the event that Equitable notifies Integrity that it intends to pursue an appeal of such final order in the appropriate judicial forum. 10. (a) For the administrative services performed hereunder, Equitable will pay to Integrity (i) the amounts collected under the charge for administration at the effective annual rate of 0.25% of the value of the assets of the Separate Account which is provided for in the Contracts (this charge shall be reflected, in the manner stated in the Contracts, in the computation of the unit values thereunder and shall be payable quarterly) and (ii) an amount at the effective annual rate of .70% of the value of the assets in the general account under the Contracts (this charge shall be payable quarterly). In addition, Equitable will pay to Integrity the amounts collected pursuant to the charge for administration which Equitable may charge each Contractholder of up to $30 per year (a maximum of $7.50 per quarter), 2 which is reflected through a reduction of units credited to the contractholder under a Contract with respect to amounts in the Separate Account and through a reduction of dollars with respect to amounts allocated to Equitable's general account. (b) For its recordkeeping services for the Separate Account and the contractholders performed hereunder, the initial charges set forth in Schedule E hereto. It is the intention of Integrity and Equitable that recordkeeping services be performed at cost and that the charges made by Integrity should, subject to paragraph 11, be sufficient to reimburse Integrity for its costs. Integrity and Equitable agree to review the charges set forth in Schedule E from time to time and, if necessary, to adjust such charges to reflect Integrity's costs. 11. If in any fiscal year the aggregate expenses of the Money Market, Stock, Bond or Balanced Division of the Separate Account (including charges made pursuant to this Agreement but excluding interest, taxes, brokerage commissions or fees relating to securities transactions and certain state approved extraordinary expenses) plus the aggregate expenses of the corresponding portfolios of the Fund, exceed 1.0% for the Money Market Division or 1.5% for the Stock, Bond or Balanced Divisions, Integrity will reimburse the appropriate Division of the Separate Account for the excess. The obligation to reimburse will be estimated, reconciled and paid on a quarterly basis. 12. This Agreement will remain in effect until December 31, 1987 and thereafter will continue in effect for successive annual periods unless notice of termination is given by either of the parties. This Agreement may be terminated without penalty at any time by Equitable or as of the end of a calendar year by Integrity, in each case upon 60 days' written notice to the other party. In the event this Agreement is terminated for any reason, Integrity shall cooperate with Equitable to permit an orderly transfer of recordkeeping and administrative functions and shall provide all necessary staff, services and assistance required for an orderly transfer. 13. Integrity will indemnify and hold harmless the Trustees of the Fund against any and all losses, claims, damages or liabilities (or actions in respect thereof), to which the Trustees may become subject, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of the services provided pursuant to this Agreement and will reimburse the Trustees for any legal or other expenses reasonably incurred by them in connection with investigating or defending against such loss, claim, damage, liability or action in respect thereof. 14. This Agreement may not be assigned by Integrity without the prior written consent of Equitable. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in their names and on their behalf by and through their duly authorized officers. THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES ATTEST /s/ KEVIN KEEFE By /s/ PETER R. WILDE --------------------- --------------------------- Date May 1, 1987 Its Executive Vice President --------------------- --------------------------- INTEGRITY LIFE INSURANCE COMPANY ATTEST /s/ KEVIN KEEFE By /s/ SCOTT R. GRODNICK --------------------- --------------------------- Date May 1, 1987 Its Vice President and Chief --------------------- Financial Officer --------------------------- 3 SCHEDULE A SERVICES TO BE PROVIDED ADMINISTRATIVE SERVICES (a) Allocate amounts received under the Contracts in accordance with the provisions thereof and make computations thereunder, including computations of unit values, and make payments, in accordance with the provisions thereof; (b) Maintain such books of account and other records of all transactions relating to the Contracts and the Separate Account as may be necessary to reflect clearly the assets and liabilities in respect of the Separate Account and the General Account and to identify and distinguish the same at all times from the assets and liabilities arising out of the other business of Equitable; (c) Prepare and submit to the appropriate regulatory authorities all amendments to the registration statement, notices, proxies, proxy statements and periodic reports that are required to be, or may be, transmitted to persons having rights in respect of the Contracts or the Separate Account and transmit the same to such persons. Prepare and file all reports required by law to be filed with any State or Federal regulatory authority; (e) Except as hereinafter in this subparagraph and in paragraph 11 of this Agreement provided, pay all costs and other expenses attributable to the establishment, maintenance and operations of the Separate Account including all salaries, rent, postage, telephone, travel, legal, actuarial and accounting costs, office equipment, and stationery; provided that certain expenses incurred in the establishment, maintenance and operation of the Separate Account, subject to the limitations set forth in paragraph 11 of this Agreement, may be charged against the Separate Account, including, without limitation: SEC fees and State securities laws qualification fees; insurance premiums; outside audit and legal expenses; costs of shareholder reports and individual account maintenance; fees or compensation in the performance of the functions of administration of the Separate Account such as maintenance of individual participant records, or for maintenance or operation of the Separate Account such as daily transaction processing; and contractholder meetings; and provided further that all taxes attributable to the maintenance or operation of the Separate Account will be charged against the Separate Account in the manner stated in the Contracts; and (f) Make the charges, and only the charges, in such amounts and manner and for such expense or other purposes, as shall be stated in the Contracts or in the registration statement of the Separate Account under the 1940 Act or the Securities Act of 1933, in order (i) to provide funds for the purpose of paying the costs and other expenses of administration in respect of the Contracts and the Separate Account (including the costs and other expenses referred to in subparagraph (e) above) and such other costs and expenses as may be stated in the Contracts or in the registration statement for the Separate Account, and (ii) to pay applicable premium taxes, if any. RECORDKEEPING SERVICES (a) New Accounts Implement group and participant records via an on-line system based on enrollment forms or applications received from client or participant. Enrollments will be edited and screened for completeness. Each participant's account will reflect the product and the sources of funds to be maintained. Items not in good order will be pulled from work flow for correction or return. (b) Transactions Receipt, edit, validation and entry of all written requests for contributions, distributions and transfers between investment options via an on-line system. 4 (c) Payroll Deduction Processing Receipt, editing and updating of single or multiple payroll deduction contributions. Notification given to client of receipt, edit, and dollar amount for each tape. Utilization of magnetic tape input is limited to the physical tape constraints and format, as mutually agreed upon by Integrity and the client. Supply the client with sufficient information on any payroll deduction error processing (e.g., no enrollment for a particular social security number) so that client may resolve any problems. (d) Update Processing Nightly updates of all data processed that day, once unit values have been entered into the system. (e) Confirmation Notices Production and distribution of daily confirmation notices for all financial transactions with respect to variable annuity contracts (contribution, distribution, transfer) but not for payroll deduction contributions. Distribution of confirmation notices will be either to the participant or a group location based upon the group mailing preference. (f) Periodic Statement Production and distribution at the close of each quarter or other period agreed upon between Integrity and the client of a statement of the period-to-date transactions processed against each participant's account. The statement will provide the following information by Fund and in total. All items will be in dollars except the closing balance for each Fund which will be displayed in dollars and units. Detail Level Information Confirmation of all transactions by date within Funds and General Account options including dollar amount, daily unit values and corresponding units. Year-To-Date Information (In Dollars) Opening Balance Contributions by Source Contributions for Prior Year (IRA only) Rollovers Withdrawals Investment Income Closing Balance Other Information Certain Fixed Messages Certain Variable Messages Distribution of quarterly statements will be either to the participant or a group location based upon mailing preference of client. (g) Production and Mailing of All Distribution Checks to Participants Requests for full or partial distributions may have to be cleared by the group depending on the group's preference as indicated in the Employer's administrative agreement. Pertinent information on distributions affected will be reported to Integrity to receive the group's authorization for distribution. (h) Balancing of the Previous Day's Cash Receipts, Disbursements and Transfers All transactions will be reported on a daily basis to Equitable Capital Management Corporation. In addition, cash deposits to The Chase Manhattan Bank, N.A. or such other banks as may be utilized on behalf of the account will be reported immediately to Equitable's treasury area. 5 (i) Perform 1099R, 5498 and W2P or Other Required Tax Reporting on a Timely Basis This includes the mailing of the tax forms as required to the individual participants. (j) Commissions (Incentive Compensation) Provide data to pay commissions and finders fees. (k) Premium Taxes Provide data by state to allow Equitable to account for premium taxes due. (l) Production of Company Level Reports (m) Proxy Statements Addressing, mailing, receipt of reply and summary of proxy statements. (n) Perform corrections of transactions for all errors occurring in a timely manner. (o) Produce and distribute certificates to participants at time of first contribution. Distribution of the certificate will include mutually agreed upon inserts as required. (p) Unit values will be entered into the operations system via CRT on a daily basis. Unit values on the system will be verified the following morning to insure correctness. (q) Integrity will move monies in the related checking accounts and will transfer monies to the underlying funds. (r) Reconciliation will be performed for the related checking account. (s) Proving the value of the units in the operations system to the value of the assets of the Funds. (t) Necessary regulatory reports and filings, and year-end accountings and/or filings. 6 SCHEDULE B PERFORMANCE STANDARDS These guidelines are intended to be normal operating performance standards. Cases involving unusually large volume received in bulk may require more than one day to process. Other conditions not under Integrity's control (i.e., power failures, major system crash, other uncontrolled situations) may not allow for these standards to be met. Integrity will use its best efforts to keep any delays in processing caused by these situations to a minimum.
A. ESTABLISHMENT OF NEW ACCOUNTS 1. Group Account ........................................... 1 business day 2. Participant Account a.With money attached .................................... 1 business day b.Without money attached ................................. 1 business day B. TRANSACTION PROCESSING (excluding Payroll Deduction) 1. Contributions ........................................... 1 business day 2. Transfers ............................................... 1 business day 3. Withdrawals (including check preparation and mailing) a.premature partial withdrawal ........................... 5 business days b.liquidation of account ................................. 5 business days c.periodic payments i.initial .............................................. 5 business days ii.subsequent ........................................... 5 business days 4. Maintenance a.correction of financial errors ......................... 1-2 business days b.address changes ........................................ 3 business days c.other participant changes .............................. 3 business days d.group maintenance transactions ......................... 3 business days e.termination of employment .............................. 3 business days C. PAYROLL DEDUCTION PROCESSING 1. Tape edit and proof ..................................... 2 business days 2. Live update upon authorization .......................... 1 business day D. UPDATE PROCESSING OF FINANCIAL TRANSACTIONS ............... 1 business day E. CONFIRMATION NOTICE ....................................... 5 business days F. QUARTERLY STATEMENT ....................................... 5 business days after close of quarter H. BALANCING OF CASH RECEIPTS AND UNIT PURCHASES ............ 1 business day I. PRODUCTION AND DISTRIBUTION OF 1099, 5898 and W2D ........ as required by law J. PREMIUM TAX REPORTING ..................................... as required by tax accounting K. CORPORATE REPORTS ......................................... as required L. PROXY STATEMENTS .......................................... as required M. ERROR CORRECTIONS 1. Financial transactions .................................. 1-2 business days 2. Non-financial transactions .............................. 2-3 business days N. CERTIFICATE AND MUTUALLY AGREED UPON INSERTS .............. issued 5 business days from first contribution
7 SCHEDULE C RECORDS RETENTION
RETENTION PERIOD ------------------------- ON SITE ARCHIVES ----------- ------------ DOCUMENT Applications ............... 2 Years 5 Years Purchases .................. 2 Years 5 Years Correspondence ............. 2 Years 5 Years Liquidation Requests ....... 2 Years 5 Years Exchange Requests .......... 2 Years 5 Years Maintenance Requests ....... 2 Years 5 Years COMPUTER OUTPUT LISTINGS Preliminary Cash ........... 1 Year 6 Years Check Listing .............. 1 Year 6 Years Purchase ................... 1 Year 6 Years Redemptions ................ 1 Year 6 Years TAPE RETENTION *Daily Back-Up Tapes ....... 14 Days
- ------------ * Daily back-up tapes contain a history of all the transactions on the system. 8 SCHEDULE D SECURITY PROCEDURES HARDWARE SECURITY The computer room facility which houses the hardware for the "PAS" system is kept locked. Each of the two entry doors has a combination lock. The combinations are known to a limited number of people in the Operating Area and Pension Systems, are controlled by the Computer Room Manager and are changed periodically. The combinations are changed immediately if any person who knows the combinations is transferred out of the area or his or her employment is terminated. In addition, the computer room is equipped with a Halon Fire Suppression System. SOFTWARE SECURITY Each person has a personal password that enables him or her to log onto the system. In addition, the system is programmed to recognize which files this person can access or update. This password is known only to the person and the System Administrator. Passwords are changed periodically to maintain the security of the system. Passwords are immediately deleted if a person transfers out or has his or her employment terminated. In addition, a system security manual has been developed which outlines authorization levels for users and audit procedures. 9 SCHEDULE E RECORDKEEPING FEE SCHEDULE 1. $1.92 per participant per year. -- A participant with both an IRA rollover account and an IRA contributory account will receive one charge. -- A participant with both a TSA basic account and a TSA supplemental account will receive one charge. 2. $.08 per automated payroll transaction. 3. $.12 per quarterly statement issued to participants. 4. $.40 per daily confirmation notice issued to participants. 5. $5.00 per client. -- Fee charged monthly per client to commence upon first enrollment. 6. $5.00 tape mounting fee. -- Charge for each payroll tape submitted by a client in excess of one per week. To be charged once 52 tapes per year have been received. -- Billed amounts to be submitted monthly. 7. $600 per month per variable investment division of the Separate Account and $200 per month Guaranteed Rate Account. 8. $1.50 per manual transaction. -- Only transaction input by ELAS. -- Charges will be listed by the following categories, with backup details available on request for each client. *Lump Sum Contribution--one charge per contribution received per participant account. *Transfers--one charge per request per participant account. *Lump Sum Distributions--one charge per request for distribution from each participant. *First Periodic Payments--one charge for initial payment. *Maintenance Transactions (changes to master file for non-monetary changes)--one charge for each request for a change initiated by the participant. 9. $.75 per subsequent periodic payment charge per monthly check per participant. 10. $1.00 per manual payroll deduction contribution. 11. $6.00 per enrollment. -- Charge for establishment of participant account, including certificate issuance. 12. Out of pocket expenses. -- Billed amounts will be itemized by category (forms, stationery, postage, telephone, etc.). And where possible sub-categorized for charges relating directly to: * Postage for confirmation notices * Postage for quarterly statements * Travel--administration of installed clients * Other categories as applicable. $100 or more in order to be itemized. 13. Computer Equipment at $9,000 per month. 10 EX-8.(C) 25 AMENDMENT TO ADMINISTRATION AND SERVICING AGREEMENT EXHIBIT 8(C) AMENDMENT TO ADMINISTRATION AND SERVICING AGREEMENT INTEGRITY LIFE INSURANCE COMPANY, an Arizona corporation having its principal place of business at 1350 Avenue of the Americas New York, NY 10019, ("Integrity") and THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES, a New York corporation, having its principal place of business at 787 Seventh Avenue, New York, N.Y. 10019 ("Equitable"), hereby amend the Administration and Servicing Agreement between them, dated as of May 1, 1987 (the "Agreement"), as follows: 1) Sections 2, 3 and 12 of the Agreement are deleted in their entirety and replaced with the following: 2. Integrity warrants and represents that its services for the Separate Account shall be at least equal to those currently provided to other Integrity clients and that it has the ability to enable compliance by the Contracts with all Federal, State and local statutes, rules, regulations, orders and decrees. Integrity further warrants and represents that it is familiar with the data processing need associated with Internal Revenue Service and New York Insurance Department requirements and Securities and Exchange Commissions ("SEC") regulated financial transactions and recordkeeping requirements. Integrity also represents that it is competent in the recordkeeping industry and in the area of financial transactions. Integrity agrees to share its knowledge and use its best efforts to enable the Separate Account to perform legal and business functions. Integrity, as administrator and recordkeeper, shall comply with all applicable requirements of Federal securities laws, the Internal Revenue Code, the Insurance Law of the State of New York and regulations thereunder applicable to the Contracts and the Separate Account. Integrity warrants and represents that it is familiar with relevant legal requirements and shall use its best efforts to continue to keep abreast of relevant information regarding applicable legal requirements. 3. Integrity shall meet or exceed such performance standards as shall be necessary to make it possible for the Separate Account to comply with Federal securities laws applicable to the Contracts and, in addition, the performance standards specified in Schedule B attached hereto. The standard of performance shall be at least equal to that currently provided by Integrity for similar types of services. 12. This Agreement will remain in effect until the close of business on December 31, 1990. It shall be automatically renewable for successive one year periods thereafter. This Agreement may be terminated without penalty at any time thereafter (i) by Equitable upon 180 days written notice to Integrity or (ii) by Integrity as of the end of 1990 or any succeeding calendar year upon 180 days written notice to Equitable. In the event this Agreement is terminated for any reason, Integrity shall cooperate with Equitable to permit an orderly transfer of recordkeeping and administrative functions and shall provide all necessary staff, services, and assistance required for an orderly transfer; provided, however, that any costs and expenses associated with the conversion of the Software (as defined below) to permit its use by any party other than Integrity (including Equitable) shall be paid by Equitable alone. 2) The following new provision is added as Paragraph 13, and existing Paragraphs 13 and 14 are renumbered as Paragraphs 14 and 15, respectively: 13. Integrity hereby agrees that it will not use the software, related documentation and other materials licensed by Equitable from National FSI, Inc. pursuant to a license agreement dated August 2, 1983, and currently used by Integrity to perform its duties under this Agreement (the "Software") for any other purpose whatsoever. Integrity hereby further agrees that it will not permit any person or entity under its control (including any employee or consultant engaged by Integrity) to use the Software for any purpose other than as contemplated under this Section 13. 3) Except as amended hereby, the Agreement shall remain in full force and effect in accordance with its terms. 4) This Amendment shall become effective as of the Closing Date, as such term is defined in the Stock Purchase Agreement, dated as of June 16, 1988, between Equitable and N.M. U.S. Limited. IN WITNESS WHEREOF, the undersigned have executed this Amendment to the Agreement. INTEGRITY LIFE ASSURANCE COMPANY By: /s/ Arthur Goodlich ------------------------------------ Title: Vice President --------------------------------- Date: 9/30/88 ---------------------------------- THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES By: /s/ Edward J. Justague ------------------------------------ Title: Vice President --------------------------------- Date: 9/29/88 ---------------------------------- EX-9.(A) 26 OPINION AND CONSENT. THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES 1285 AVENUE OF THE AMERICAS, NEW YORK, N.Y. 10019 DIRECT DIAL TEL. (212) 554-3971 HERBERT P. SHYER Executive Vice President and General Counsel November 14, 1983 The Equitable Life Assurance Society of the United States 1285 Avenue of the Americas New York, New York 10019 Dear Sirs: The Equitable Life Assurance Society of the United States ("Equitable") has registered units of interest ("Units") under group deferred variable annuity contracts in Separate Account No. 301 of The Equitable Life Assurance Society of the United States ("Separate Account No. 301") by the filing under the Securities Act of 1933 (the "Act") of registration statement No. 2-74667 on Form N-1 (the "Registration Statement") covering an indefinite amount of contributions to be received under the contracts. The contracts were designed to provide fixed retirement benefits under tax-qualified individual retirement annuity certificates described in the prospectus included in the Registration Statement. This opinion is furnished in connection with the filing of Post-Effective Amendment No.6 to the Registration Statement (the "Post-Effective Amendment") for the purpose of describing additional group deferred variable annuity contracts (the "Contracts") under which such Units will be issued. The contracts are designed to provide retirement benefits for employees who are or may be issued certificates (the "Certificates") under (1) tax-sheltered annuity arrangements and (2) cash or deferred arrangements of employers who adopt profit-sharing plans, as described in the prospectus included in the Post-Effective Amendment (the "Prospectus"). I have examined all such corporate records of Equitable and such other documents and such laws as I consider appropriate as a a basis for the opinion hereinafter expressed. On the basis of such examination, it is my opinion that: 1. Equitable is a corporation duly organized and validly existing under the laws of the State of New York. The Equitable Life Assurance Society of the United States November 14, 1983 Page 2 2. Separate Account No. 301 was duly created pursuant to the provisions of the New York Insurance Law. 3. The assets of Separate Account No. 301 are owned by Equitable; Equitable is not a trustee with respect thereto. Under New York law, the income, gains and losses, whether or not realized, from assets allocated to Separate Account No. 301 must be credited to or charged against such account, without regard to the other income, gains or losses of Equitable. Although contractual obligations with respect to funds of Separate Account No. 301 constitute corporate obligations of Equitable, the special accounts payable from accumulations in Separate Account No. 301 in accordance with the Contracts will depend upon the investment experience of Separate Account No. 301. 4. The Contracts will provide that the portion of the assets of Separate Account No. 301 equal to the reserves and other contract liabilities with respect to Separate Account No. 301 shall not be chargeable with liabilities arising out of any other business Equitable may conduct and that Equitable reserves the right to transfer assets of Separate Account No. 301 in excess of such reserves and contract liabilities to the general account of Equitable. 5. When executed, the Contracts (including any Units when duly credited thereunder) will have been duly authorized, and each of the Contracts (including any such Units) will constitute a validly issued and binding obligation of Equitable in accordance with its terms. Purchasers of the Certificates described in the Prospectus will be subject only to the deductions, charges and fees set forth in such Prospectus. I hereby consent to the use of this opinion as an exhibit to the Registration Statement and to the reference to my name under the heading "Legal Matters" in the Prospectus. Very Truly yours, /s/ Herbert P. Shyer -------------------- Herbert P. Shyer Executive Vice President and General Counsel EX-9.(B) 27 OPINION AND CONSENT. THE EQUITABLE HERBERT P. SHYER EXECUTIVE VICE PRESIDENT AND GENERAL COUNSEL April 13, 1987 The Equitable Life Assurance Society of the United States 787 Seventh Avenue New York, New York 10019 Dear Sirs: The Equitable Life Assurance Society of the United States ("Equitable") has registered units of interest ("Units") under group annuity contracts ("Contracts") in Separate Account No. 301 of Equitable ("Separate Account No. 301") by the filing under the Securities Act of 1933 and the Investment Company Act of 1940 of Registration Statement Nos. 2-74667 and 811-3301 on Form N-3, as subsequently amended on Form N-4 ("Registration Statement"), covering an indefinite amount of contributions to be received under the Contracts. The Contracts are designed to provide fixed and variable retirement benefits for employees who are or may be issued certificates ("Certificates") under tax-qualified individual retirement annuities and tax-sheltered annuity arrangements of tax-exempt organizations, as described in the prospectus included in the Registration Statement ("Prospectus"). The Registration Statement covers Units which will be issued subsequent to the restructuring of Separate Account No. 301 and Separate Account Nos. 302, 303 and 304 of Equitable pursuant to an Agreement and Plan of Reorganization, to be entered into on or about May 1, 1987 ("Agreement") by and among Equitable, each of the Separate Accounts, Integrity Life Insurance Company and Harmony Investment Trust. I have examined all such corporate records of Equitable and such other documents and laws as I consider appropriate as a basis for the opinion hereinafter expressed. On the basis of such examination, it is my opinion that: 1. Equitable is a corporation duly organized and validly existing under the laws of the State of New York. 2. Separate Account No. 301 was duly created pursuant to the provisions of the New York Insurance Law. - 2 - 3. The assets of Separate Account No. 301 are owned by Equitable; Equitable is not a trustee with respect thereto. Under New York law, the income, gains and losses, whether or not realized, from assets allocated to Separate Account No. 301 must be credited to or charged against such account, without regard to the other income, gains or losses of Equitable. Although contractual obligations with respect to funds of Separate Account No. 301 constitute corporate obligations of Equitable, the specific amounts payable from accumulations in Separate Account No. 301 in accordance with the Contracts will depend upon the investment experience of Separate Account No. 301. 4. The Contracts provide that the portion of the assets of Separate Account No. 301 equal to the reserves and other contract liabilities with respect to Separate Account No. 301 shall not be chargeable with liabilities arising out of any other business Equitable may conduct and that Equitable reserves the right to transfer assets of Separate Account No. 301 in excess of such reserves and contract liabilities to the general account of Equitable. 5. The Contracts, as proposed to be amended to reflect changes contemplated by the Agreement (including any Units when duly credited under the Contracts), will have been duly authorized, and each of the Contracts, as thus amended (including any such Units), will constitute a validly issued and binding obligation of Equitable in accordance with its terms. Purchasers of the Certificates described in the Prospectus will be subject only to the deductions, charges and fees set forth in such Prospectus. I hereby consent to the use this opinion as an exhibit to the Registration Statement and to the reference to my name under the heading "Legal Matters" in the Prospectus. Very truly yours, /s/ Herbert P. Shyer ---------------------------------- Herbert P. Shyer -----END PRIVACY-ENHANCED MESSAGE-----