EX-99.24(B)(7)(A)(I) 8 b75114a1exv99w24xbyx7yxayxiy.txt CIGNA GUARANTEED DEATH BENEFIT REINSURANCE AGREEMENT FOR VEN 3 CONTRACTS THE REGISTRANT HAS APPLIED FOR CONFIDENTIAL TREATMENT OF CERTAIN TERMS IN THIS EXHIBIT WITH THE SECURITIES AND EXCHANGE COMMISSION. THE CONFIDENTIAL PORTIONS OF THIS EXHIBIT ARE MARKED WITH AN ASTERISK [*] AND HAVE BEEN OMITTED. THE OMITTED PORTIONS OF THIS EXHIBIT WILL BE FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A CONFIDENTIAL TREATMENT REQUEST. VARIABLE ANNUITY GUARANTEED DEATH BENEFIT REINSURANCE Effective JULY 1, 1995 between NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY (BOSTON, MA) and CONNECTICUT GENERAL LIFE INSURANCE COMPANY CIGNA REINSURANCE (Hartford, Connecticut) REINSURANCE AGREEMENT, Effective JULY 1, 1995 between NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY (BOSTON, MA) and CONNECTICUT GENERAL LIFE INSURANCE COMPANY CIGNA REINSURANCE (Hartford, Connecticut) INDEX
ARTICLE PAGE ------- ---- Access to Records XI 8 Amounts at Risk II 2 Arbitration XVI 11 Automatic Excess Reinsurance III 3 Claims VII 6 Currency XIII 9 DAC Tax Regulation Election XVII 12 Delays, Errors, or Omissions XII 9 Effective Date; Term and Termination XVIII 13 Extra Contractual Obligations VIII 7 Hold Harmless XIV 9 Insolvency XV 10 Liability of Connecticut General IV 3 Litigation IX 8 Notices XIX 16 Offset X 8 Parties to the Agreement I 1 Premium Accounting VI 6 Reinsurance Premiums V 4
SCHEDULES A Maximum Limits of Reinsurance in Connecticut General B Policy Forms and Funds Subject to this Reinsurance Agreement C Limits and Rules of NASL D Reinsurance Premium Rates E Reporting Format Description REINSURANCE AGREEMENT (hereinafter called Agreement) between NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY (hereinafter called NASL) and CONNECTICUT GENERAL LIFE INSURANCE COMPANY (hereinafter called Connecticut General or Reinsurer) It is agreed by the two companies as follows: ARTICLE I PARTIES TO THE AGREEMENT This Agreement shall be binding upon and shall inure solely to the benefit of NASL and Connecticut General. This Agreement shall not and is not intended to create any right or interest in any third party and shall not and is not intended to create any legal relationship between either party and any third party, including, without limitation, annuitants, insureds, certificate holders, employees, dependents, beneficiaries, policy owners, applicants or assignees under any policy or contract issued by NASL. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -1- ARTICLE II AMOUNTS AT RISK VENTURE FORMS BEGINNING WITH 203 A. The reinsurance death benefit is 50% of the excess of the guaranteed minimum death benefit over the contract value. The death benefit is payable upon death of the last surviving annuitant. VENTURE FORMS BEGINNING WITH 203 AND ENDORSED WITH 301-VER 9/89 Upon death of the last surviving annuitant, the guaranteed minimum death benefit during the first 5 Contract Years will be the greater of the Contract Value or the sum of all Purchase Payments made, less any amount deducted in connection with partial withdrawals. During any subsequent 5 Contract Year period, the minimum death benefit will be the greater of the Contract Value, or the minimum death benefit on the last day of the previous 5 Contract Year period plus any Purchase Payments made and less any amount deducted in connection with partial withdrawals since then. VENTURE FORMS BEGINNING WITH 203 AND ENDORSED WITH ENDORSEMENT.008 Upon death of the last surviving annuitant, the guaranteed minimum death benefit during the first Contract Year will be the greater of the Contract Value or the sum of all Purchase Payments made, less any amount deducted in connection with partial withdrawals. During any subsequent Contract Year, the minimum death benefit will be the greater of the Contract Value, or the minimum death benefit on the last day of the previous Contract Year period plus any Purchase Payments made and less any amount deducted in connection with partial withdrawals since then. Please refer to Schedule C for a detailed discussion of the guaranteed minimum death benefit. B. The contract value represents the owner's invested assets in the funds in Schedule B as it appears in the records of NASL before application of any surrender charges, on any given date. C. In determining the amount at risk, the guaranteed minimum death benefit and the contract value are calculated as the average of the values at the end of the current calendar quarter and the end of the prior calendar quarter. The amount at risk cannot fall below zero. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -2- ARTICLE III AUTOMATIC EXCESS REINSURANCE A. On and after the Effective Date of this Agreement, subject to the limit of Reinsurer's liability set forth in Schedule A and all other terms, conditions and limitations set forth in this Agreement and the Schedules attached to and made a part hereof, NASL shall cede and the Reinsurer shall accept [*] of NASL'S guaranteed death benefit liability under the Variable Annuity Contracts, as described in Article II A. B. This Agreement covers only NASL'S liability for claims paid under Variable Annuity Contracts written on forms and investment in funds which were reviewed by the Reinsurer prior to their issuance. Forms, as supplemented by additional materials, and funds available as of the date of this Agreement are listed on Schedule B, attached hereto and made a part hereof. If NASL intends to cede to Reinsurer liability with respect to a new form or fund, or a revised version of an approved form or fund, it must provide to the Reinsurer written notice of such intention together with a copy of the proposed form, fund or revision, and a revised Schedule B. C. NASL shall provide written notice to Connecticut General of any changes in its published limits and rules identified on Schedule C, and Connecticut General shall have no liability pursuant to revised limits and rules unless and until Connecticut General provides written notice to NASL that such revised limits and rules are acceptable. ARTICLE IV LIABILITY OF CONNECTICUT GENERAL Connecticut General's liability for reinsurance under this Agreement shall follow that of NASL in every case, and be subject in all respects to the general stipulations, terms, clauses, conditions, waivers and modifications of the Variable Annuity Contracts. In no event shall Connecticut General have any reinsurance liability unless the Variable Annuity Contract issued by NASL is in force and the underwriting and issuance of coverage by NASL constitutes the doing of business in a state of the United States of America in which NASL is properly licensed and authorized to do business. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -3- ARTICLE V REINSURANCE PREMIUMS The calendar quarterly premiums for reinsurance subject to the terms and conditions of this Agreement shall be determined by application of the rates set forth in Schedule D to the amount of reinsurance coverage provided for each annuity insured by NASL, subject to the following: 1. The reinsurance shall be based on the annuitant's age last birthday at the end of each calendar quarter. If the contract has more than one annuitant, the reinsurance premiums shall be based on the age listed on the records of NASL. NASL shall determine the annuitant's age at the time it prepares the quarterly exposure data submission for the variable annuity guaranteed death benefit, as set forth in schedule E, attached hereto. 2. The reinsurance premiums shall be calculated separately for funds identified as variable and guaranteed in Schedule B. 3. The Age Adjusted Aggregate Contract Value is the sum of the contract values in all of NASL'S variable annuities subject to this Agreement, minus contract values attributable to amounts in excess of the maximum purchase amounts listed in Schedule A. 4. For funds identified as variable in Schedule B, and for attained ages less than 70, the premium over each calendar year will be at least equivalent to 50% of the Age Adjusted Aggregate Contract Values times [*] for year one (1); [*] for year two (2); and [*] thereafter. For attained ages 70 and older the premium over each calendar year will be at least equivalent to 50% of the Age Adjusted Aggregate Contract Values times [*] for year one (1); [*] for year two (2); and [*] thereafter. 5. For funds identified as guaranteed in Schedule B, there will be no minimum premium regardless of attained age. 6. For all funds identified in Schedule B, and for attained ages less than 70, the premium over each calendar year will not exceed 50% of the Age Adjusted Aggregate Contract Values times [*] for year one (1); [*] for year two (2) and [*] thereafter. For attained ages 70 and older the premium over each calendar year will not exceed 50% of the Age Adjusted Aggregate Contract Values times [*] for year one (1); [*] for year two (2) and [*] thereafter. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -4- 7. 50% of the Age Adjusted Aggregate Contract Values times one fourth (1/4) of the minimum premium rate will be remitted to Connecticut General in advance for the current calendar quarter, at the time of settlement for the prior calendar quarter. NORTH AMERICAN SECURITY LEFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -5- ARTICLE VI PREMIUM ACCOUNTING NASL shall forward to Connecticut General within thirty (30) days of the end of the reporting period a quarterly statement as set forth in Schedule E. NASL shall also remit any premium due for the prior quarter along with an advance premium for the current quarter, in accordance with Article V. In the event of any over payment by NASL of premiums or advance premiums, Connecticut General shall remit to NASL the excess amount within thirty (30) days following receipt of the quarterly reinsurance statement. If the amounts described in Article V cannot be determined by the dates set forth in the above Paragraph, on an exact basis, such payments will be made with a genera1ly agreed upon formula which will approximate the actual payments. Adjustments will then be made to reflect actual amounts when they become available. ARTICLE VII CLAIMS A. NASL is solely responsible for payment of its claims under the Underlying Annuity Contracts, policies, master contracts or certificates identified on Schedule B. NASL shall provide Connecticut General with proof of claim, proof of claim payment and any other claim documentation requested by Connecticut General on a quarterly basis. Payment of reinsurance shall be made by Connecticut General in one sum regardless of the method of payment by NASL and within thirty (30) days following receipt of the quarterly reinsurance statement, as set forth in Schedules E-l and E-2. B. NASL shall notify Connecticut General of NASL'S intention to contest, or deny a claim which may involve the reinsurance coverage under this Agreement before any notice of contest or denial is provided to the claimant. Connecticut General shall then have thirty (30) days within which to advise NASL whether it agrees that the claim should be contested or denied. If Connecticut General does not agree that the claim should be contested or denied, then it shall pay to NASL the full amount of the reinsurance on the risk reinsured, as set forth in Article II, and Connecticut General shall have no further obligation in respect to such claim. If Connecticut General agrees that the claim should be contested or denied, then Connecticut General shall pay its share of the following in accordance with its share of liability set forth in Article II: - Expenses incurred by NASL in investigating, contesting, or litigating or otherwise resisting the claim, excluding salaries and expenses of employees, officers and agents of NASL and ordinary overhead expenses of NASL, and costs of third party administrators acting on behalf of NASL; and - Interest which is paid by NASL in respect of the claim. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -6- ARTICLE VIII EXTRA CONTRACTUAL OBLIGATIONS A. In no event shall Connecticut General be liable for extra contractual damages (whether they constitute Compensatory damages, Statutory penalties, Exemplary or Punitive damages) which are awarded against NASL as a result of an act, omission or course of conduct by NASL in connection with policies subject to this Agreement, unless the Reinsurer shall have received notice of and concurred with the actions taken or not taken by NASL which led to its liability, in which case the Reinsurer shall pay its share of such liability. For this purpose, the Reinsurer's share shall be proportionate with its risk under the business reinsured hereunder. B. The following definitions shall apply. (1) Punitive damages and Exemplary damages are those damages awarded as a penalty, the amount of which is not governed nor fixed by statute. (2) Statutory penalties are those amounts which are awarded as a penalty but fixed in amount by statute. (3) Compensatory damages are those amounts awarded to compensate for the actual damages sustained and are not awarded as a penalty nor fixed in amount by statute. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -7- ARTICLE IX LITIGATION A. In the event of any action brought against NASL under any Underlying Annuity Contract that is subject to the terms and conditions of this Agreement, NASL shall provide to Connecticut General a copy of such action within ten (10) business days following NASL'S direct receipt of the service process. If Connecticut General is a party to action brought against NASL, NASL shall counsel with Connecticut General on the selection and appointment of local counsel to represent NASL in such action. B. If NASL pursues any litigation where Connecticut General is not a party or where Connecticut General is a party but does not agree to pursue litigation, NASL and Connecticut General agree that all litigation costs, excluding the salaries of employees of NASL and Connecticut General, shall be borne by NASL. However, if NASL and Connecticut General agree to jointly defend any litigation, or if Connecticut General agrees that NASL should pursue litigation, litigation costs will be borne in proportion to the net liability borne by each party. ARTICLE X OFFSET Either party shall have, and may exercise at any time and from time to time, the right to offset any balance or amounts whether on account of premiums or on account of losses or otherwise, due from one party to the other under the terms of this Agreement. However, in the event of insolvency of NASL subject to the provisions of Article XV, offset shall only be allowed in accordance with the statutes and/or regulations of the state having jurisdiction over the insolvency. ARTICLE XI ACCESS TO RECORDS NASL and Connecticut General (or its duly authorized representative) each shall have the right during normal business and at reasonable intervals, to audit at the office of the other, all records relating to this reinsurance. Books and records shall be maintained in accordance with prudent standards of insurance company record keeping and must be retained for a period of at least seven (7) years from the date of creation. Within one hundred and fifty (150) days following the end of each calendar year, NASL and Connecticut General will provide each office with copies of their respective audited financial statements. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -8- ARTICLE XII DELAYS, ERRORS OR OMISSIONS No accidental delay, errors or omissions on the part of NASL shall relieve Connecticut General of liability provided such delay, errors or omissions are rectified as soon as possible after discovery. However, Connecticut General shall not be liable with respect to any reinsurance which may have been inadvertently included in the premium computation but which ought not to have been included by reason of the terms and conditions of this Agreement. It is expressly understood and agreed that if failure to comply with any terms of this Agreement is hereby shown to be unintentional or the result of misunderstanding or oversight on the part of either party, both parties shall be restored to the position they would have occupied had no such error or oversight occurred, subject always to the correction of the error or oversight. ARTICLE XIII CURRENCY All retentions and limits hereunder are expressed in United States dollars and all premium and loss payments shall be made in United States currency. For the purposes of this Agreement, amounts paid or received by Connecticut General in any other currency shall be converted into United States dollars at the rates of exchange on the date such transactions are entered on the books of Connecticut General. ARTICLE XIV HOLD HARMLESS A. Connecticut General shall indemnify and hold NASL harmless from any and all liability, loss, damage, fines, punitive damages, penalties and costs, including expenses and attorney's fees, which results from any negligence or willful misconduct of Connecticut General in fulfilling its duties and obligations under this Agreement or which results from any action which exceeds its authority under this Agreement. B. NASL shall indemnify and hold Connecticut General harmless from any and all liability, loss, damage, fines, punitive damages, penalties and costs, including expenses and attorney's fees, which results from any negligence or willful misconduct of NASL in fulfilling its duties and obligations under this Agreement or which results from any action which exceeds its authority under this Agreement. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -9- ARTICLE XV INSOLVENCY In the event of insolvency of NASL, the reinsurance under this Agreement shall be payable directly by Connecticut General to NASL or to its liquidator, receiver, conservator or statutory successor on the basis of Connecticut General's liability to NASL without diminution because of the insolvency of NASL or because the liquidator, receiver, conservator or statutory successor of NASL has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of NASL shall give prompt written notice to Connecticut General of the pendency of a claim against NASL within a reasonable time after such claim is filed in the receivership, conservation, insolvency or liquidation proceeding and that during the pendency of such claim, Connecticut General may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated, any defense or defenses that it may deem available to NASL or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by Connecticut General shall be chargeable, subject to the approval of the Court, against NASL as part of the expense of conservation or liquidation to the extent of a pro-rata share of the benefit which may accrue to NASL solely as a result of the defense undertaken by Connecticut General. Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose defense to such claim, the expense shall be apportioned in accordance with the terms of this Agreement as though such expense had been incurred by NASL. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -10- ARTICLE XVI ARBITRATION A. As a condition precedent to any right of action hereunder, any dispute between the parties with respect to the interpretation of this Agreement or any right, obligation or liability of either party, whether such dispute arises before or after termination of this Agreement, shall be submitted to arbitration upon the written request of either party. Each party shall select an arbitrator within thirty (30) days of the written request for arbitration. If either party refuses or neglects to appoint an arbitrator within thirty (30) days of the written request for arbitration, the other party may appoint the second arbitrator. The two arbitrators shall select an umpire within thirty (30) days of the appointment of the second arbitrator. If the two arbitrators fail to agree on the selection of the umpire within thirty (30) days of the appointment of the second arbitrator, each arbitrator shall submit to the other a list of three umpire candidates, each arbitrator shall select one name from the list submitted by the other and the umpire shall be selected from the two names chosen by a lot drawing procedure to be agreed upon by the arbitrators. B. The arbitrators and the umpire all shall be active or retired, disinterested executive officers of insurance or reinsurance companies. C. The arbitration panel shall interpret this Agreement as an honorable engagement rather than merely as a legal obligation and shall make its decision considering the custom and practice of the applicable insurance and reinsurance business. The arbitration panel is released from judicial formalities and shall not be bound by strict rules of procedure and evidence. D. The decision of the arbitration panel shall be final and binding on both parties. The arbitration panel may, at its discretion, award costs and expenses as it deems appropriate, including, but not limited to, attorneys' fees and interest. Judgment may be entered upon the final decision of the arbitration panel in any court of competent jurisdiction. E. All meetings and hearings before the arbitration panel shall take place in Worcester, Massachusetts unless some other place is mutually agreed upon by the parties. F. Each party shall bear the expense of its own arbitrator and shall jointly and equally bear with the other party the expenses of the umpire and of the arbitration. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -11- ARTICLE XVII DAC TAX REGULATION ELECTION Connecticut General and NASL hereby agree to make an election pursuant to Internal Revenue Code Regulation Section 1.848-2(g)(8). This election shall be effective for all taxable years for which the Reinsurance Agreement remains in effect. The terms used in this article are defined by reference to Regulation Section 1.848-2 promulgated on December 28, 1992. Connecticut General and NASL agree that the entity with net positive consideration for the reinsurance agreement for each taxable year will capitalize specified policy acquisition expenses with respect to the reinsurance agreement without regard to the general deductions limitation of Section 848(c)(1) of the Internal Revenue Code of 1986, as amended. Connecticut General and NASL agree to exchange information pertaining to the amount of net consideration under the reinsurance agreement each year to ensure consistency. To achieve this, NASL shall provide Connecticut General with a schedule of its calculation of the net consideration for all reinsurance agreements in force between them for a taxable year by no later than April 30 of the succeeding year. Connecticut General shall advise NASL if it disagrees with the amounts provided by no later than May 31, otherwise the amounts will be presumed correct and shall be reported by both parties in their respective tax returns for such tax year. If Connecticut General contests NASL'S calculation of the net consideration, the Parties agree to act in good faith to resolve any differences within thirty (30) days of the date Connecticut General submits its alternative calculation and report the amounts agreed upon in their respective tax returns for such tax year. Connecticut General represents and warrants that it is subject to U.S. taxation under either Subchapter L or Subpart F of Part III of Subchapter N of the Internal Revenue Code of 1986, as amended. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -12- ARTICLE XVIII EFFECTIVE DATE; TERM AND TERMINATION A. The effective date of this Agreement is JULY 1, 1995. This Agreement remains effective for all annuity contracts subject to this Agreement written by NASL through JUNE 30, 1998, unless terminated pursuant to the paragraphs listed below: B. Either Connecticut General or NASL shall have the option of terminating this agreement with one hundred and eighty (18O) days written notice to the other party for new business anytime on or after June 30, 1998. C. Once each calendar year, NASL shall have the option to recapture existing contracts beginning with the [*] anniversary of their reinsurance hereunder. If NASL elects to recapture, [*] of the contracts can be recaptured in the first year eligible, [*] of the remaining contracts can be recaptured in the second year, and the balance of the contracts can be recaptured in the third year. Recapture must be made on an issue year basis beginning with the earliest issue year. Recapture cannot occur on contracts with later issue years until all contracts with earlier issue dates have been recaptured. D. Upon delivery of sixty (60) days written notice to NASL, Connecticut General shall have the option of terminating this Agreement for new business within sixty (60) days of the happening of any of the following events: (1) NASL'S A. M. Best rating is reduced to a "C" or lower. (2) NASL'S parent company is placed upon a 'Watch list" by its domiciliary state's insurance regulators; (3) An order appointing a receiver, conservator or trustee for management of NASL is entered or a proceeding is commenced for rehabilitation, liquidation, supervision or conservation of NASL; (4) NASL is merged, purchased or there is any other material change (in whole or in part) in the ownership of NASL other than is currently contemplated by the following agreement: An agreement and plan of reorganization dated September 5, 1995 among North American Life Assurance Company, NASL, Wood Logan Associates, Inc., H. Douglas Wood, A. Scott Logan and NAWL Holding Co., Inc., and an Amalgamation Agreement dated September 15, 1995 between The Manufacturers Life Insurance Company and North American Life Assurance Company; (5) The Securities and Exchange Commission revokes the licenses of NASL to conduct business. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -13- (6) Failure by NASL to pay premium in accordance with Article V and Article VI. If, during the sixty (60) days notice period, the Reinsurer receives all premiums in arrears and all premiums which may become due within the sixty (60) days notice period, the notice of termination shall be deemed withdrawn. In the event of termination under this paragraph, this Agreement may be reinstated upon the written consent of the Reinsurer if, at any time within sixty (60) days of termination, NASL pays and the Reinsurer receives all premiums due with interest thereon and payable up to the date of reinstatement. (please refer to paragraph J below for the interest calculation description) E. Upon delivery of sixty (60) days written notice to Connecticut General, NASL shall have the option of terminating this Agreement for new business within sixty (60) days of the happening of any of the following events: (1) Connecticut General's A. M. Best rating is reduced to a "C" or lower; (2) Connecticut General is placed upon a "watch list" by its domiciliary states's insurance regulators; (3) An order appointing a receiver, conservator or trustee for management of Connecticut General is entered or a proceeding is commenced for rehabilitation, liquidation, supervision or conservation of Connecticut General; (4) Connecticut General is merged, purchased or there is any Other material change (in whole or in part) in the ownership of Connecticut General; (5) Failure by Connecticut General to pay reinsurance death benefits in accordance with Article II. If, during the sixty (60) days notice period, NASL receives all reinsurance death benefits in arrears, the notice of termination shall be deemed withdrawn. In the event of termination under this paragraph, this Agreement may be reinstated upon the written consent of NASL if, at any time within sixty (60) days of termination, the Reinsurer pays and NASL receives all reinsurance death benefits due with interest thereon and payable up to the date of reinstatement. (please refer to paragraph J below for the interest calculation description) F. If this Agreement is terminated for new and existing business, Connecticut General shall be relieved of all liability to NASL for claims incurred following the termination date of this Agreement under such Underlying Annuity Contracts issued by NASL, and G. If this Agreement is terminated for new business only, Connecticut General will remain liable, after termination, in accordance with the terms and conditions of this Agreement, with respect to all reinsurance effective prior to termination of the Agreement. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -14- H. Both parties shall continue to be entitled to all offset credits provided by Article X up to the effective date of termination. I. NASL shall not have the right to assign or transfer any portion of the rights, duties and obligations of NASL under the terms and conditions of this Agreement without the written approval of Connecticut General. J. In the event of reinstatement as described in paragraph D and E above, there will be an interest charge at the [*], plus [*], determined on the first business day following the end of the 60 day notice period. The settlement is considered overdue at the end of the 60 day notice period and interest shall commence from the overdue date. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -15- ARTICLE XIX NOTICES All notices required to be given hereunder shall be in writing and shall be deemed delivered if personally delivered, sent via facsimile, or dispatched by certified or registered mail, return receipt requested, postage prepaid, addressed to the parties as follows: RICHARD C. HIRTLE VICE PRESIDENT, TREASURER AND CHIEF FINANCIAL OFFICER NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY P.O. BOX 9230 BOSTON, MA 02205-9230 PHONE NO. (617) 266-6008 (X253) FAX NO. (617) 437-6849 TIMOTHY J. RUARK, FSA ASSISTANT VICE PRESIDENT AND ACTUARY CIGNA REINSURANCE, R26 900 COTTAGE GROVE ROAD HARTFORD, CT 06152-4026 PHONE NO. (860) 726-4053 FAX NO. (860) 726-3153 Notice shall be deemed given on the date it is deposited in the mail or sent via facsimile in accordance with the foregoing. Any party may change the address to which to send notices by notifying the other party of such change of address in writing in accordance with the foregoing. This Agreement constitutes the entire contract between the parties and shall be deemed to have been made under and governed by the laws of the State of Connecticut. Any amendment or modification hereto shall be in writing, endorsed upon or attached hereto and signed by both NASL and Connecticut General. In witness whereof, the parties hereto have caused this Agreement to be signed in duplicate on the dates indicated to be effective as of the date specified above. NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY Date: Dec 29, 1995 By: /s/ illegible ------------------------------------ Date: Dec 29, 1995 By: /s/ John G. Vrysen ------------------------------------ CONNECTICUT GENERAL LIFE INSURANCE COMPANY Date: Dec 28, 1995 By: /s/ illegible ------------------------------------ NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 -16- SCHEDULE A Maximum Limits of Reinsurance in Connecticut General The maximum purchase amount issued on the life of each insured: $3,500,000 The maximum purchase amount is the sum of all premium contributions less withdrawals in the contract. For purchase amounts in excess of the maximum, Connecticut General's death benefit liability will be reduced by the ratio of purchase amounts in excess of the maximum to the total purchase amounts. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 SCHEDULE A SCHEDULE B Contracts and Funds Subject to this Reinsurance Agreement
Form Number* Policy Description Date ------- ---------------------------------- ----------- VENTURE Flexible Purchase Payment May 5, 1987 Forms beginning with 203 Individual Deferred Variable and endorsed with either Annuity Contract Non Participating 301-VER 9/89 or ENDORSEMENT.008
* Includes all state variations
Fund Date Fund Description ---- ---------------- VARIABLE FUNDS: January 9, 1995 International Growth & Income Trust February 19, 1993 Value Equity Trust May 1, 1989 U.S. Government Securities Trust February 19, 1993 Strategic Bond Trust April 23, 1991 Growth & Income Trust June 18, 1985 Investment Quality Bond Trust June 18, 1985 Money Market Trust June 18, 1985 Equity Trust August 3, 1989 Conservative Asset Allocation Trust August 3, 1989 Moderate Asset Allocation Trust August 3, 1989 Aggressive Asset Allocation Trust December 11, 1992 Pasadena Growth Trust March 18, 1988 Global Equity Trust March 18, 1988 Global Government Bond Trust March 1, 1996 International Small Cap Trust March 1, 1996 Small\Mid Cap Trust
NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 SCHEDULE B SCHEDULE C VENTURE FORMS BEGINNING WITH 203 AND ENDORSED WITH EITHER 301-VER 9/89 OR ENDORSEMENT.008 Limits and Rules of NASL 1) NASL will determine the Guaranteed Minimum Death Benefit for each deceased within seven (7) working days of due proof of death. 2) The maximum purchase payment allowed without company approval is $1,000,000. 3) The minimum purchase payment is $300. MINIMUM DEATH BENEFIT VENTURE FORMS BEGINNING WITH 203 AND ENDORSED WITH 301-VER 9/89 If the Annuitant dies, the minimum death benefit will be determined as follows: 1) During the first 5 Contract Years, the minimum death benefit will be the greater of: a) the Contract Value on the date that due proof of death is received at the Annuity Service Office, or b) The sum of all Purchase Payments made, less any amount deducted in connection with partial withdrawals. 2) During any subsequent 5 Contract Year period, the minimum death benefit will be the greater of: a) The Contract Value on the date that due proof of death is received at the Annuity Service Office, or b) The minimum death benefit on the last day of the previous 5 Contract Year period plus any Purchase Payments made and less any amount deducted in connection with partial withdrawals since then. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 SCHEDULE C-1 SCHEDULE C (continued) MINIMUM DEATH BENEFIT VENTURE FORMS BEGINNING WITH 203 AND ENDORSED WITH ENDORSEMENT.008 ENHANCED DEATH BENEFIT ENDORSEMENT form number 301-VER 9/89 is replaced by this Endorsement. Part 4, BENEFITS, DEATH BENEFIT BEFORE MATURITY DATE, General provisions of the Flexible Purchase Payment Deferred Variable Annuity Contract, all contract form numbers beginning with 203, to which this Endorsement is attached is also replaced as follows: Death benefits will be paid as provided in this contract upon the death of any Owner. If there is both an individual and a non-individual Owner of the contract, death benefits must be paid as provided in this contract upon the death of the Annuitant or any individual Owner, whichever occurs earlier. Upon the death of the Annuitant, the death benefit will be determined as of the date on which written notice and proof of death and all required claim forms are received at the Company's Annuity Service Office as follows: 1) During the first Contract Year, the death benefit will be the greater of: a) the Contract Value, or b) the sum of all Purchase Payments made, less any amount deducted in connection with partial withdrawals. 2) During any subsequent Contract Year, the death benefit will be the greater of: a) the Contract Value, or b) the death benefit on the last day of the previous Contract Year plus any Purchase Payments made and less any amounts deducted in connection with partial withdrawals since then. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 SCHEDULE C-2 SCHEDULE D Quarterly Reinsurance Premium Rates Exposure Based Per $1,000 Exposed
Ages Unisex ---- ------ less thann35 [*] 35-39 [*] 40-44 [*] 45-49 [*] 50-54 [*] 55-59 [*] 60-64 [*] 65-69 [*] 70-74 [*] 75-79 [*] 80-84 [*]
NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 SCHEDULE D SCHEDULE E Quarterly Reporting Format 1. Following the end of each calendar quarter, the Quarterly Detail Page, Fund/Exposure-Based exhibit (attached) must be prepared for each Qualified plan and Non-Qualified plan separately. 2. The tabulation should be on an Adjusted Basis, which requires omission of excess contract values due to an issue amount in excess of $3.5 million. 3. The tabulation is on a seriatim basis, with each contract contributing toward the totals for both exposure and aggregate contract value. 4. An exhibit demonstrating the aggregate allocation of contract values by fund shall be provided each calendar quarter. 5. At year end reporting, a tabulation of exposures by age based on a percentage decrease in account value by fund type as specified by the NAIC must be submitted for reserve purposes. NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 DECEMBER 20, 1995 SCHEDULE E AMENDMENT No. 1 to the Variable Annuity Guaranteed Death Benefit Reinsurance Agreement Effective July 1, 1995 between NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY and CONNECTICUT GENERAL LIFE INSURANCE COMPANY It is agreed by the two companies that the attached Schedule B will be substituted for the corresponding schedule attached to this Agreement. This amendment will be effective March 1, 1996. In witness whereof, this amendment is signed in duplicate on the dates indicated at the home office of each company. NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY By /s/ Hugh McHaffie ------------------------------------- Date July 31, 1996 CONNECTICUT GENERAL LIFE INSURANCE COMPANY By /s/ illegible ------------------------------------- Date July 26, 1996 NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 OF AMENDMENT NO. 1 JULY 1, 1995 EFFECTIVE MARCH 1, 1996 SCHEDULE B Contracts and Funds Subject to this Reinsurance Agreement
Form Number* Policy Description Date ---------------------------- ---------------------------------- ------------ VENTURE Flexible Purchase Payment May 5, 1987 Forms beginning with 302 and Individual Deferred Variable endorsed with either Annuity Contract Non-Participating 301-VER 9/89 or ENDORSEMENT.008
* Includes All State Variations
Fund Date Fund Description --------- ----------------------------------- VARIABLE FUNDS: January 9, 1995 International Growth & Income Trust February 19, 1993 Value Equity Trust May 1, 1989 U.S. Government Securities Trust February 19, 1993 Strategic Bond Trust April 23, 1991 Growth & Income Trust June 18, 1985 Investment Quality Bond Trust June 18, 1985 Money Market Trust June l8, 1985 Equity Trust August 3, 1989 Conservative Asset Allocation Trust August 3, 1989 Moderate Asset Allocation Trust August 3, 1989 Aggressive Asset Allocation Trust December 11, 1992 Pasadena Growth Trust March 18, 1988 Global Equity Trust March 18, 1988 Global Government Bond Trust March 4, 1996 International Small Cap Trust March 4, 1996 Small/Mid Cap Trust July 15, 1996 Growth Trust
NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 OF AMENDMENT NO. 1 JULY 1, 1995 EFFECTIVE MARCH 1, 1996 SCHEDULE B AMENDMENT No. 2 to the Variable Annuity Guaranteed Death Benefit Reinsurance Agreement Effective July 1, 1995 between NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY and CONNECTICUT GENERAL LIFE INSURANCE COMPANY It is agreed by the two companies that the attached SCHEDULE B will be substituted for the corresponding schedule attached to this Agreement. This amendment will be effective January 1, 1997. In witness whereof, this amendment is signed in duplicate on the dates indicated at the home office of each company. NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY By /s/ Hugh McHaffie ------------------------------------- Date January 28, 1997 CONNECTICUT GENERAL LIFE INSURANCE COMPANY By /s/ Karen H. Betancourt ------------------------------------- Date January 22, 1997 NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 TREATY EFF. JULY 1, 1995 PREPARED JANUARY 21, 1997 AMENDMENT NO. 2 EFF. JANUARY 1, 1997 SCHEDULE B Contracts and Funds Subject to this Reinsurance Agreement
Form Number* Date ------------ ----------- VENTURE May 5, 1987
Forms beginning with 302 and endorsed with either 301-VER 9/89 or ENDORSEMENT.008 Policy Description Flexible Purchase Payment Individual Deferred Variable Annuity Contract Non-Participating * Includes All State Variations
Fund Date Fund Description --------- ----------------------------------- VARIABLE FUNDS: J. P. Morgan Investment Management Inc. January 9, 1995 International Growth & Income Trust Salomon Brothers Asset Management Inc. May 1, 1988 U.S. Government Securities Trust February 19, 1993 Strategic Bond Trust Wellington Management Company April 23, 1991 Growth & Income Trust June 18, 1985 Investment Quality Bond Trust June 18, 1985 Money Market Trust Fidelity Management Trust Company June 18, 1985 Equity Trust August 3, 1989 Conservative Asset Allocation Trust August 3, 1989 Moderate Asset Allocation Trust August 3, 1989 Aggressive Asset Allocation Trust Oechsle International Advisors, L. P. March 18, 1988 Global Equity Trust March 18, 1988 Global Government Bond Trust
NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 TREATY EFF. JULY 1, 1995 PREPARED JANUARY 21, 1997 AMENDMENT NO. 2 EFF. JANUARY 1, 1997 SCHEDULE B, Page 1 SCHEDULE B Contracts and Funds Subject to this Reinsurance Agreement (Continued)
Fund Date Fund Description --------- ------------------------------------- VARIABLE FUNDS: Founders Asset Management, Inc. March 4, 1996 International Small Cap Trust March 4, 1996 Small/Mid Cap Trust January 1, 1997 Worldwide Growth Trust January 1, 1997 Balanced Trust Fred Alger Management, Inc. July 15, 1996 Growth Trust Manufacturers Adviser Corporation October 4, 1994 Pacific Rim Emerging Markets Trust October 4, 1994 Quantitative Equity Trust April 30, 1987 Real Estate Securities Trust June 26, 1984 Capital Growth Bond Trust January 1, 1997 Lifestyle Conservative 280 Trust January 1, 1997 Lifestyle Moderate 460 Trust January 1, 1997 Lifestyle Balanced 640 Trust January 1, 1997 Lifestyle Growth 820 Trust January 1, 1997 Lifestyle Aggressive 1000 Trust T. Rowe Price Associates, Inc. December 11, 1992 Blue Chip Growth Trust January 1, 1997 Science & Technology Trust February 19, 1993 Equity-Income Trust (formerly Goldman Sachs Asset Management, Value Equity Trust) Warburg Pincus Counsellors, Inc. January 1, 1997 Emerging Growth Trust Pilgrim Baxter & Associates, Ltd. January 1, 1997 Pilgrim Baxter Growth Trust Rowe Price-Fleming International, Inc. January 1, 1997 International Stock Trust Miller Anderson & Shepperd, LLP January 1, 1997 Value Trust January 1, 1997 High Yield Trust
NORTH AMERICAN SECURITY LIFE CIGNA REINSURANCE VEN3 TREATY EFF. JULY 1, 1995 PREPARED JANUARY 21, 1997 AMENDMENT NO. 2 EFF. JANUARY 1, 1997 SCHEDULE B, Page 2 AMENDMENT No. 3 to the Variable Annuity Guaranteed Death Benefit Reinsurance Agreement Effective July 1, 1995 between NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY and CONNECTICUT GENERAL LIFE INSURANCE COMPANY It is agreed by the two companies that the following Articles will be amended and substituted for the corresponding Articles of the Agreement as attached hereto and made a part hereof. ARTICLE XV - INSOLVENCY ARTICLE XVI - ARBITRATION ARTICLE XIX - NOTICES This amendment will be effective March 1, 1997. In witness whereof, this amendment is signed in duplicate on the dates indicated at the home office of each company. NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY By /s/ Hugh McHaffie ------------------------------------- Date April 7, 1997 CONNECTICUT GENERAL LIFE INSURANCE COMPANY By /s/ Karen Betancourt ------------------------------------- Date March 29, 1997 NORTH AMERICAN SECURITY LIFE VEN3 TREATY EFFECTIVE JULY 1, 1995 AMENDMENT NO. 3 - MARCH 1, 1997 (CIGNA REINSURANCE LOGO) ARTICLE XV INSOLVENCY In the event of insolvency and the appointment of a conservator, liquidator, receiver, or statutory successor of NASL, the portion of any risk or obligation assumed by Connecticut General, as reinsurer, shall be payable to the conservator, liquidator, receiver, or statutory successor on the basis of claims allowed against the insolvent company by any court of competent jurisdiction or by any conservator, liquidator, receiver, or statutory successor of the company having authority to allow such claims, without diminution because of that insolvency or because the conservator, liquidator, receiver, or statutory successor has failed to pay all or a portion of any claims. Payments by Connecticut General as above set forth shall be made directly to NASL or to its conservator, liquidator, receiver, or statutory successor, except where the contract of insurance or reinsurance specifically provides another payee of such reinsurance in the event of the insolvency of NASL It is agreed, however, that the liquidator, receiver, conservator or statutory successor of NASL shall give prompt written notice to Connecticut General of the pendency of a claim against NASL within a reasonable time after such claim is filed in the receivership, conservation, insolvency or liquidation proceeding and that during the pendency of such claim, Connecticut General may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated, any defense or defenses that it may deem available to NASL or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by Connecticut General shall be chargeable, subject to the approval of the Court, against NASL as part of the expense of conservation or liquidation to the extent of a pro-rata share of the benefit which may accrue to NASL solely as a result of the defense undertaken by Connecticut General. Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose defense to such claim, the expense shall be apportioned in accordance with the terms of this Agreement as though such expense had been incurred by NASL. NORTH AMERICAN SECURITY LIFE VEN3 TREATY EFFECTIVE JULY 1, 1995 AMENDMENT NO. 3 - MARCH 1, 1997 (CIGNA REINSURANCE LOGO) -10- ARTICLE XVI ARBITRATION A. As a condition precedent to any right of action hereunder, any dispute between the parties with respect to the interpretation of this Agreement or any right, obligation or liability of either party, whether such dispute arises before or after termination of this Agreement, shall be submitted to arbitration upon the written request of either party. Each party shall select an arbitrator within thirty (30) days of the written request for arbitration. If either party refuses or neglects to appoint an arbitrator within thirty (30) days of the written request for arbitration, the other party may appoint the second arbitrator. The two arbitrators shall select an umpire within thirty (30) days of the appointment of the second arbitrator. If the two arbitrators fail to agree on the selection of the umpire within thirty (30) days of the appointment of the second arbitrator, each arbitrator shall submit to the other a list of three umpire candidates, each arbitrator shall select one name from the list submitted by the other and the umpire shall be selected from the two names chosen by a lot drawing procedure to be agreed upon by the arbitrators. B. The arbitrators and the umpire all shall be active or retired, disinterested executive officers of insurance or reinsurance companies. C. The arbitration panel shall interpret this Agreement as an honorable engagement rather than merely as a legal obligation and shall make its decision considering the custom and practice of the applicable insurance and reinsurance business. The arbitration panel is released from judicial formalities and shall not be bound by strict rules of procedure and evidence. D. The decision of the arbitration panel shall be final and binding on both parties, shall be made in writing and handed down within forth-five days of the close of arbitration hearings. The arbitration panel may, at its discretion, award costs and expenses as it deems appropriate, including, but not limited to, attorneys' fees and interest. Judgment may be entered upon the final decision of the arbitration panel in any court of competent jurisdiction. E. All meetings and hearings before the arbitration panel shall take place in Worcester, Massachusetts unless some other place is mutually agreed upon by the parties. F. Each party shall bear the expense of its own arbitrator and shall jointly and equally bear with the other party the expenses of the umpire and of the arbitration. NORTH AMERICAN SECURITY LIFE VEN3 TREATY EFFECTIVE JULY 1, 1995 AMENDMENT NO. 3 - MARCH 1, 1997 (CIGNA REINSURANCE LOGO) -11- ARTICLE XIX NOTICES All notices required to be given hereunder shall be in writing and shall be deemed delivered if personally delivered, sent via facsimile, or dispatched by certified or registered mail, return receipt requested, postage prepaid, addressed to the parties as follows: RICHARD C. HIRTLE VICE PRESIDENT, TREASURER AND CHIEF FINANCIAL OFFICER NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY P.O. BOX 9230 BOSTON, MA 02205-9230 PHONE NO. (617) 266-6008 (x253) FAX NO. (617) 437-6849 TIMOTHY J. RUARK, FSA ASSISTANT VICE PRESIDENT AND ACTUARY CIGNA REINSURANCE, R26 900 COTTAGE GROVE ROAD HARTFORD, CT 06152-4026 PHONE NO. (860) 726-4053 FAX No. (860) 726-3153 Notice shall be deemed given on the date it is deposited in the mail or sent via facsimile in accordance with the foregoing. Any party may change the address to which to send notices by notifying the other party of such change of address in writing in accordance with the foregoing. This Agreement constitutes the entire contract between the parties with respect to the business being reinsured hereunder and there are no understandings between the parties other than as expressed in this Agreement. This Agreement shall be deemed to have been made under and governed by the laws of the State of Connecticut. Any amendment or modification hereto shall be in writing, endorsed upon or attached hereto and signed by both NASL and Connecticut General. NORTH AMERICAN SECURITY LIFE VEN3 TREATY EFFECTIVE JULY 1, 1995 AMENDMENT NO. 3 - MARCH 1, 1997 (CIGNA REINSURANCE LOGO) -16- AMENDMENT No. 3 to the Variable Annuity Reinsurance Agreement Effective July 1, 1995 between CONNECTICUT GENERAL LIFE INSURANCE COMPANY and NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY It is agreed by the two companies as follows: 1. Effective October 1, 1997 North American Security Life Insurance Company has changed its name to The Manufacturers Life Insurance Company of North America (hereinafter Manufacturers Life); 2. The attached SCHEDULE B will be substituted for the corresponding schedule attached to this Agreement indicating new funds which have been added to the Agreement, with corresponding inception dates. 3. This Amendment shall be effective October 1, 1997. CONNECTICUT GENERAL LIFE THE MANUFACTURERS LIFE INSURANCE INSURANCE COMPANY COMPANY OF NORTH AMERICA By /s/ Karen H. Betancourt By /s/ John DesPrez III ---------------------------------- ------------------------------------- Date Jan 22, 98 Date 1/26/98 THE MANUFACTURERS LIFE INSURANCE CIGNA REINSURANCE COMPANY OF NORTH AMERICAN VEN 3 TREATY EFFECTIVE 7/1/95 AMENDMENT NO. 3 EFFECTIVE 10/1/97 SCHEDULE B Contracts and Funds Subject to this Reinsurance Agreement Form Number* Date VENTURE May 5, 1987 Forms beginning with 302 and endorsed with either 301-VER 9/89 or ENDORSEMENT.OO8 Policy Description Flexible Purchase Payment Individual Deferred Variable Annuity Contract Non-Participating * Includes All State Variations
Fund Date Fund Description --------- ------------------------------------- VARIABLE FUNDS: J. P. Morgan Investment Management Inc. January 9, 1995 International Growth & Income Trust Salomon Brothers Asset Management Inc. May 1, 1988 U.S. Government Securities Trust February 19, 1993 Strategic Bond Trust Wellington Management Company April 23, 1991 Growth & Income Trust June 18, 1985 Investment Quality Bond Trust June 18, 1985 Money Market Trust Fidelity Management Trust Company June 18, 1985 Equity Trust August 3, 1989 Conservative Asset Allocation Trust August 3, 1989 Moderate Asset Allocation Trust August 3, 1989 Aggressive Asset Allocation Trust Oechsle International Advisors, L. P. March 18, 1988 Global Equity Trust March 18, 1988 Global Government Bond Trust
THE MANUFACTURERS LIFE INSURANCE CIGNA REINSURANCE COMPANY OF NORTH AMERICAN VEN 3 TREATY EFFECTIVE 7/1/95 AMENDMENT NO. 3 EFFECTIVE 10/1/97 SCHEDULE B Contracts and Funds Subject to this Reinsurance Agreement (Continued)
Fund Date Fund Description --------- ------------------------------------- VARIABLE FUNDS: Founders Asset Management, Inc. March 4, 1996 International Small Cap Trust March 4, 1996 Small/Mid Cap Trust January 1, 1997 Worldwide Growth Trust January 1, 1997 Balanced Trust Fred Alger Management. Inc. July 15, 1996 Growth Trust Manufacturers Adviser Corporation October 4, 1994 Pacific Rim Emerging Markets Trust October 4, 1994 Quantitative Equity Trust April 30, 1987 Real Estate Securities Trust June 26, 1984 Capital Growth Bond Trust January 1, 1997 Lifestyle Conservative 280 Trust January 1, 1997 Lifestyle Moderate 460 Trust January 1, 1997 Lifestyle Balanced 640 Trust January 1, 1997 Lifestyle Growth 820 Trust January 1, 1997 Lifestyle Aggressive 1000 Trust T. Rowe Price Associates, Inc. December 11, 1992 Blue Chip Growth Trust January 1, 1997 Science & Technology Trust February 19, 1993 Equity-Income Trust (formerly Goldman Sachs Asset Management, Value Equity Trust) Warburg, Pincus Counsellors, Inc. January 1, 1997 Emerging Growth Trust Pilgrim Baxter & Associates, Ltd. January 1, 1997 Pilgrim Baxter Growth Trust Rowe Price-Fleming International Inc. January 1, 1997 International Stock Trust Miller Anderson & Shepperd, LLP January 1, 1997 Value Trust January 1, 1997 High Yield Trust Rosenberg October 1, 1997 Small Company Value
THE MANUFACTURERS LIFE INSURANCE CIGNA REINSURANCE COMPANY OF NORTH AMERICAN VEN 3 TREATY EFFECTIVE 7/1/95 AMENDMENT NO. 3 EFFECTIVE 10/1/97 AMENDMENT NO. 5 to the Variable Annuity Reinsurance Agreement Effective July 1, 1995 between CONNECTICUT GENERAL LIFE INSURANCE COMPANY (hereinafter referred to as Connecticut General) and THE MANUFACTURERS LIFE INSURANCE COMPANY OF NORTH AMERICA (hereinafter referred to as MNA) It is agreed by the two companies to amend the Agreement effective July 1, 1998 as follows: 1. ARTICLE V entitled REINSURANCE PREMIUMS shall be amended to include the following paragraph: 8. Effective for new contracts sold on and after July 1, 1998, should Premium for reinsurance exceed five million dollars ($5,000,000) in any contract year, Connecticut General reserves the right to modify the reinsurance rates set forth herein. Notwithstanding any other provisions, any change in reinsurance rates shall be effective on the same date that MNA's Premium exceeds the limits defined herein. 2. Paragraph A of ARTICLE XVIII entitled EFFECTIVE DATE, TERM AND TERMINATION shall be amended as follows: A. The effective date of this Agreement is July 1, 1995. This Agreement is hereby extended for a three year period and shall remain effective for all annuity contracts subject to this Agreement written by MNA through June 30, 2001, unless terminated pursuant to the paragraphs listed below: All other terms and conditions of Articles V and XVIII and this Agreement, as amended, shall remain unchanged and in full force and effect. THE MANUFACTURERS LIFE INSURANCE (CIGNA REINSURANCE LOGO) COMPANY OF NORTH AMERICA VEN 3 TREATY EFFECTIVE JULY 1, 1995 AMENDMENT NO. 5 EFFECTIVE JULY 1, 1998 In witness whereof, this Amendment is signed in duplicate on the dates indicated at the home office of each company. CONNECTICUT GENERAL LIFE INSURANCE THE MANUFACTURERS LIFE INSURANCE COMPANY COMPANY OF NORTH AMERICA By: /s/ Karen Betancourt By: /s/ Hugh McHaffie --------------------------------- ----------------------------------- Date: June 16, 1998 Date: 6/15/98 THE MANUFACTURERS LIFE INSURANCE COMPANY OF NORTH AMERICA (CIGNA REINSURANCE LOGO) VEN 3 TREATY EFFECTIVE JULY 1, 1995 CONNECTICUT GENERAL AMENDMENT NO. 5 EFFECTIVE JULY 1, 1998 LIFE INSURANCE COMPANY AMENDMENT No. 6 to the Variable Annuity Reinsurance Agreement Effective July 1, 1995 between CONNECTICUT GENERAL LIFE INSURANCE COMPANY and THE MANUFACTURERS LIFE INSURANCE COMPANY OF NORTH AMERICA It is agreed by the two companies as follows: 1. The attached SCHEDULE B will be substituted for the corresponding schedule attached to this Agreement indicating new funds which have been added to the Agreement. 2. This Amendment shall be effective May 1, 2000. In Witness whereof, this amendment is signed in duplicate on the dates indicated at the home office of each company. CONNECTICUT GENERAL LIFE THE MANUFACTURERS LIFE INSURANCE INSURANCE COMPANY COMPANY OF NORTH AMERICA By /s/ illegible By /s/ illegible ---------------------------------- ------------------------------------- Date 9/13/00 Date 3/13/2000 THE MANUFACTURERS LIFE INSURANCE COMPANY OF NORTH AMERICA CIGNA REINSURANCE VEN 3 TREATY EFFECTIVE 7/1/95 PREPARED 3/10/00 AMENDMENT NO. 6 EFFECTIVE 5/1/2000 SCHEDULE B Contracts and Funds Subject to this Reinsurance Agreement Form Number* Date VENTURE May 5, 1987 Forms beginning with 302 and endorsed with either 301-VER 9/89 or ENDORSEMENT.008 * Includes All State Variations Policy Description Flexible Purchase Payment Individual Deferred Combination Fixed and Variable Annuity Contract Non-participating.
Fund Date Fund Description --------- ------------------------------------- VARIABLE FUNDS: Manufacturers Advisor Corporation October 4, 1994 Pacific Rim Emerging Markets Trust October 4, 1994 Quantitative Equity Trust April 30, 1987 Real Estate Securities Trust June 18, 1985 Money Market Trust January 1, 1997 Lifestyle Aggressive 1000 January 1, 1997 Lifestyle Growth 820 January 1, 1997 Lifestyle Balanced 640 January 1, 1997 Lifestyle Moderate 460 January 1, 1997 Lifestyle Conservative 280 May 1, 2000 Total Stock Market Trust May 1, 2000 500 Index Trust May 1, 2000 Mid Cap Index Trust May 1, 2000 Small Cap Index Trust May 1, 2000 International Index Trust T. Rowe Price Associates, Inc. January 1,1997 Science & Technology Trust December 11, 1992 Blue Chip Growth Trust February 19, 1993 Equity Income Trust Founders Asset Management, Inc. March 4, 1996 International Small Cap Trust January 1, 1997 Balanced Trust Franklin Advisers, Inc. January 1, 1997 Emerging Small Company Trust AIM Capital Management, Inc. January 1, 1997 Aggressive Growth Trust March 4, 1996 Mid Cap Growth Trust Capital Guardian Trust Company May 1, 1999 Small Company Blend Trust May 1, 1999 U.S. Large Cap Value Trust August 3, 1989 Income & Value Trust August 3, 1989 Diversified Bond Trust
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NORTH AMERICA VEN 3 TREATY EFFECTIVE 7/1/95 CIGNA REINSURANCE AMENDMENT NO. 6 EFFECTIVE 5/1/2000 PREPARED 3/10/00 SCHEDULE B Contracts and Funds Subject to this Reinsurance Agreement (Continued)
Fund Date Fund Description --------- ------------------------------------- VARIABLE FUNDS: Wellington Management Company, LLP May 1, 1999 Mid Cap Stock Trust April 23, 1991 Growth & Income Trust June 18, 1985 Investment Quality Bond Trust Fidelity Management Trust Company January 9, 1995 Overseas Trust June 18, 1985 Mid Cap Blend Trust August 3, 1989 Large Cap Growth Trust Rowe Price - Fleming International, Inc. January 1, 1997 International Stock Trust Templeton Investment Counsel, Inc. May 1, 1999 International Value Trust Rosenberg October 1, 1997 Small Company Value Trust Morgan Stanley Asset Management, Inc. March 18, 1988 Global Equity Trust State Street Global Advisors July 15, 1996 Growth Trust Miller Anderson & Shepperd, LLP January 1, 1997 High Yield Trust January 1, 1997 Value Trust Salomon Brothers Asset Management, Inc. February 19, 1993 Strategic Bond Trust May 1, 1988 U.S. Government Securities Trust Pacific Investment Management Company March 18, 1988 Global Bond Trust May 1, 1999 Total Return Trust Janus May 1, 2000 Dynamic Growth Trust Mitchell Hutchins May 1, 2000 Tactical Allocation Trust Munder Capital Management May 1, 2000 Internet Technology Trust
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NORTH AMERICA CIGNA REINSURANCE VEN 3 TREATY EFFECTIVE 7/1/95 PREPARED 3/10/00 AMENDMENT NO.6 EFFECTIVE 5/1/2000 AMENDMENT No. 7 to the Variable Annuity Reinsurance Agreement Effective July 1, 1995 between CONNECTICUT GENERAL LIFE INSURANCE COMPANY and THE MANUFACTURERS LIFE INSURANCE COMPANY OF NORTH AMERICA It is agreed by the two companies as follows: 1. The attached SCHEDULE B will be substituted for the corresponding schedule attached to this Agreement indicating the new fund which has been added to the Agreement. 2. This Amendment shall be effective November 1, 2000. In Witness whereof, this amendment is signed in duplicate on the dates indicated at the home office of each company CONNECTICUT GENERAL LIFE THE MANUFACTURERS LIFE INSURANCE INSURANCE COMPANY COMPANY OF NORTH AMERICA By /s/ illegible By /s/ illegible ---------------------------------- ------------------------------------- Date 11/3/00 Date 10/2/00 THE MANUFACTURERS LIFE INSURANCE COMPANY OR NORTH AMERICA CIGNA REINSURANCE VEN 3 TREATY EFFECTIVE 7/1/95 PREPARED 9/27/00 AMENDMENT NO. 7 EFFECTIVE 11/1/2000 SCHEDULE B Contracts and Funds Subject to this Reinsurance Agreement Form Number* Date ------------ ----------- VENTURE May 5, 1987 Forms beginning with 302 and endorsed with either 301-VER 9/89 or ENDORSEMENT.008 * Includes All State Variations Policy Description Flexible Purchase Payment Individual Deferred Combination Fixed and Variable Annuity Contract Non-Participating.
Fund Date Fund Description --------- ------------------------------------- VARIABLE FUNDS: Manufacturers Advisor Corporation October 4, 1994 Pacific Rim Emerging Markets Trust October 4, 1994 Quantitative Equity Trust April 30, 1987 Real Estate Securities Trust June 18, 1985 Money Market Trust January 1, 1997 Lifestyle Aggressive 1000 January 1, 1997 Lifestyle Growth 820 January 1, 1997 Lifestyle Balanced 640 January 1, 1997 Lifestyle Moderate 460 January l, 1997 Lifestyle Conservative 280 May 1, 2000 Total Stock Market Trust May 1, 2000 500 Index Trust May 1, 2000 Mid Cap Index Trust May 1, 2000 Small Cap Index Trust May 1, 2000 International Index Trust T. Rowe Price Associates, Inc. January 1, 1997 Science & Technology Trust December 11, 1992 Blue Chip Growth Trust February 19, 1993 Equity Income Trust Founders Asset Management, Inc. March 4, 1996 International Small Cap Trust January 1, 1997 Balanced Trust Franklin Advisers, Inc. January 1, 1997 Emerging Small Company Trust AIM Capital Management, Inc. January 1, 1997 Aggressive Growth Trust March 4, 1996 Mid Cap Growth Trust Capital Guardian Trust Company MAY 1, 1999 Small Company Blend Trust May 1, 1999 U.S. Large Cap Value Trust August 3, 1989 Income & Value Trust August 3, 1989 Diversified Bond Trust
THE MANUFACTURERS LIFE INSURANCE COMPANY OR NORTH AMERICA CIGNA REINSURANCE VEN 3 TREATY EFFECTIVE 7/1/95 PREPARED 9/27/00 AMENDMENT NO. 7 EFFECTIVE 11/1/2000 SCHEDULE B Contracts and Funds Subject to this Reinsurance Agreement (Continued)
Fund Date Fund Description --------- ------------------------------------- VARIABLE FUNDS: Wellington Management Company, LLP May 1, 1999 Mid Cap Stock Trust April 23, 1991 Growth & Income Trust June 18, 1985 Investment Quality Bond Trust Fidelity Management Trust Company January 9, 1995 Overseas Trust June 18, 1985 Mid Cap Blend Trust August 3, 1989 Large Cap Growth Trust Rowe Price - Fleming International, Inc. January 1, 1997 International Stock Trust Templeton Investment Counsel, Inc. May 1, 1999 International Value Trust Rosenberg October 1, 1997 Small Company Value Trust Morgan Stanley Asset Management, Inc. March 18, 1988 Global Equity Trust State Street Global Advisors July 15, 1996 Growth Trust Miller Anderson & Shepperd, LLP January 1, 1997 High Yield Trust January 1, 1997 Value Trust Salomon Brothers Asset Management, Inc. February 19, 1993 Strategic Bond Trust May 1, 1988 U.S. Government Securities Trust Pacific Investment Management Company March 18, 1988 Global Bond Trust May 1, 1999 Total Return Trust Janus May 1, 2000 Dynamic Growth Trust Mitchell Hutchins May 1, 2000 Tactical Allocation Trust Munder Capital Management May 1, 2000 Internet Technology Trust Jennison Associates LLC November 1, 2000 Capital Appreciation Trust
THE MANUFACTURERS LIFE INSURANCE COMPANY OF NORTH AMERICA CIGNA REINSURANCE VEN 3 TREATY EFFECTIVE 7/1/95 PREPARED 9/27/00 AMENDMENT NO. 7 EFFECTIVE 11/1/2000