EX-4.B 3 iump3010.txt GROUP MASTER CONTRACT ING USA Single Premium Deferred ANNUITY AND LIFE Modified Guaranteed INSURANCE COMPANY Annuity Group Master Contract ING USA is a stock company domiciled in Iowa. -------------------------------------------------------------------------------- Offices: 1475 Dunwoody Drive, West Chester, Pennsylvania 19380 Contractholder: Golden Investor Trust, Inc. Group Contract Number: G000031-OE Issued in: Delaware Contract Issue Date:[August 1, 2004] -------------------------------------------------------------------------------- In this Contract, we, our and us refer to ING USA Annuity & Life Insurance Company. In consideration of application for this Contract and the payment of premiums, we agree, subject to the terms and conditions of this Contract, to provide the benefits described on this and the following pages to the persons eligible, herein called "Annuitant(s). If this Contract is in force, we will make income payments to the Certificate Owner starting on the Annuity Commencement Date shown in each Certificate. If the Certificate Owner or the Annuitant (if the Owner is other than a natural person) dies prior to the Annuity Commencement Date shown in each Certificate, we will pay a death benefit to the Beneficiary. The amounts of such benefits are subject to the terms of this Contract. All death proceeds due under this Contract will be paid according to the Beneficiary designation and the provisions of this Contract. Payment of such death proceeds by us will completely discharge our liability with respect to the amounts so paid. Signed for ING USA Annuity and Life Insurance Company on the Contract Date. Secretary: Customer Service Center /s/Paula Cludray-Engelke [P.O. Box 9271 Des Moines, IA 50306-9271 President: 1-800-366-0066] /s/Keith Gubbay ALL PAYMENTS AND VALUES MAY BE SUBJECT TO A MARKET VALUE ADJUSTMENT, THE OPERATION OF WHICH MAY CAUSE SUCH PAYMENTS AND VALUES TO INCREASE OR DECREASE. -------------------------------------------------------------------------------- SINGLE PREMIUM DEFERRED MODIFIED GUARANTEED ANNUITY GROUP MASTER CONTRACT - NO DIVIDENDS Annuity Benefit payable at Annuity Commencement Date. Death Benefit payable in the event of the Certificate Owner's death prior to the Commencement Date. Cash Surrender Values are based on a Market Value Adjustment formula if the Certificate is held for a period less than the currently elected Guarantee Period. Cash Surrender Values may increase or decrease based on the Market Value Adjustment Formula. IU-MP-3010 TABLE OF CONTENTS ----------------------------------------------------------------------------------------------------------------------------------- The Schedule................................................... 3 Certificate Owner Benefits................. 13 The Separate Account Partial Withdrawal Option Surrender Charges Surrender Charge Premium Taxes Cash Surrender Value Benefit Income Plan Factors Proceeds Payable to the Beneficiary Choosing an Income Plan.................... 17 Important Terms.............................................. 4 Annuity Benefits Annuity Commencement Date Selection Introduction to this Contract................................ 6 Frequency Selection Eligibility The Annuity Options The Certificate Owner Payment When Named Person Dies The Annuitant The Beneficiary Other Important Information................ 19 Change of Certificate Owner or Beneficiary Entire Contract Sending Notice to Us Premium Payment and Transfers................................ 8 Reports to Certificate Owners Single Premium Payment Assignment - Using a Certificate as Premium Payment Allocation Collateral Security Transfers Changing this Contract Contract Changes - Applicable Tax Law How We Measure a Certificate's............................... 9 Misstatement of Age or Sex Accumulation Value Non-Participating A Certificate's Accumulation Value Contestability Term Indexed Division Accumulation Value Payments We May Defer Annual Interest Division Accumulation Value Authority to Make Agreements Market Value Adjustment Required Note on Our Computations MVA Index Rate Facility of Payment Conformity with Law Records Certificate Owner's Right to Examine the Certificate
Copies of any additional Riders and Endorsements are at the back of this Contract. THE SCHEDULE The Schedule gives specific facts about this Contract. Please refer to the Schedule while reading this Contract. IU-MP-3010 2 THE SCHEDULE -------------------------------------------------------------------------------- THE SEPARATE ACCOUNT THE SEPARATE ACCOUNT (THE MVA SEPARATE ACCOUNT) IS A NON-UNITIZED SEPARATE ACCOUNT ESTABLISHED BY US UNDER IOWA STATUTES, THAT HOLDS ASSETS FOR GUARANTEED TERMS. THERE ARE NO DISCRETE UNITS FOR THIS ACCOUNT SURRENDER CHARGE Allocations to a Term Indexed Division are subject to Surrender Charges if a Certificate is surrendered or an Excess Partial Withdrawal is taken at any time prior to a Guarantee Period Maturity Date. The Surrender Charge is calculated as a percentage of the Accumulation Value surrendered or withdrawn from each Guarantee Period, adjusted by the Market Value Adjustment. Surrender Charges vary according to the duration of each Guarantee Period. The Surrender Charges are 8% in the first Certificate Year and decrease by 1% every other Certificate Year thereafter until the end of each Guarantee Period as shown in the following table. Year in Guarantee PERIOD [1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16+ ------ --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- % 8.0 8.0 7.0 7.0 6.0 6.0 5.0 5.0 4.0 4.0 3.0 3.0 2.0 2.0 1.0 0.0] Surrender Charges are not imposed on amounts withdrawn from the Annual Interest Division or if a Certificate is surrendered on the Annuity Commencement Date. Surrender is permitted on or before the Annuity Commencement Date. PREMIUM TAXES We deduct the amount of any premium or other state and local taxes levied by any state or governmental entity when such taxes are incurred. We reserve the right to defer collection of Premium Taxes until surrender or until application of Accumulation Value to an Annuity Option. An Excess Partial Withdrawal will result in the deduction of any Premium Tax then due us on such amount. We reserve the right to change the amount deducted for Premium Tax charges on future Premium Payments to conform with changes in the law or if the Certificate Owner changes state of residence. If the charge for Premium Taxes is incurred when premiums are received, we advance the amount of the charge to the Accumulation Value and deduct it in equal installments on each Certificate Processing Date. Currently, we will waive the deduction of the applicable installment on each Certificate Processing Date. However, we deduct the applicable unrecovered portion of the charge for Premium Taxes (not including installments which were waived) when determining the Cash Surrender Value payable if a Certificate is surrendered. IU-MP-3010 3 THE SCHEDULE (CONTINUED) -------------------------------------------------------------------------------- INCOME PLAN FACTORS Values for other payment periods, ages or joint life combinations are available on request. Monthly payments are shown for each $1,000 applied. The basis for determining such values is the [Annuity 2000 Mortality Table]. We may pay a higher rate at our discretion. TABLE FOR INCOME FOR A FIXED PERIOD -------------------------------------------------------------------------------- [Rates for Fixed Annuity Payments with a 1.5% Guaranteed Interest Rate -------------------------------------------------------------------------------- Fixed Period Monthly Fixed Period Monthly Fixed Period Monthly of Years Income of Years Income of Years Income 10 8.97 18 5.28 26 3.87 11 8.22 19 5.04 27 3.75 12 7.59 20 4.82 28 3.64 13 7.05 21 4.62 29 3.54 14 6.60 22 4.44 30 3.45] 15 6.20 23 4.28 16 5.86 24 4.13 17 5.55 25 3.99 TABLE FOR INCOME FOR LIFE -------------------------------------------------------------------------------- [Rates for Fixed Annuity Payments with a 1.5% Guaranteed Interest Rate -------------------------------------------------------------------------------- Age 10 Years Certain 20 Years Certain Refund Certain Male/Female Male/Female Male/Female 50 $3.23/3.00 $3.15/2.96 $3.03/2.87 55 3.61/3.33 3.46/3.25 3.32/3.14 60 4.09/3.75 3.80/3.59 3.69/3.48 65 4.71/4.30 4.15/3.97 4.14/3.90 70 5.47/5.02 4.45/4.34 4.72/4.45 75 6.35/5.93 4.66/4.61 5.45/5.16 80 7.25/6.96 4.77/4.75 6.38/6.10 85 8.02/7.89 4.81/4.81 7.58/7.33 90 8.56/8.50 4.82/4.82 9.12/8.89] IU-MP-3010 3(Cont'd) IMPORTANT TERMS -------------------------------------------------------------------------------- ACCUMULATION VALUE - The amount that a Certificate provides for investment at any time. Initially, this amount is equal to the premium paid. ANNUAL INTEREST DIVISION - A Division of the Separate Account which we use to transfer Accumulation Value from any expiring Term Indexed Division Guarantee Period on a Guarantee Period Maturity Date. Amounts so transferred are credited with a specified interest rate as declared by us and guaranteed for one year (the Guarantee Period). ANNUITANT - The person designated by a Certificate Owner to be the measuring life in determining Annuity Payments. ANNUITY COMMENCEMENT DATE - For each Certificate, the date on which Annuity Payments begin. ANNUITY OPTIONS - Options the Certificate Owner selects that determine the form and amount of Annuity Payments. ANNUITY PAYMENT - The periodic payment a Certificate Owner receives. ATTAINED AGE - The age of a Certificate Owner, or that of the Annuitant, on the Certificate Issue Date plus the number of full years elapsed since the Certificate Date. BENEFICIARY - The person designated to receive benefits in the case of the death of a Certificate Owner. BUSINESS DAY - Any day the New York Stock Exchange is open for trading, exclusive of federal holidays, or any day on which the Securities and Exchange Commission requires that mutual funds, unit investment trusts or other investment portfolios be valued. CASH SURRENDER VALUE - The amount a Certificate Owner receives upon surrender of the Certificate. CERTIFICATE - A summary of the provisions of, and benefits provided by, this Contract, CERTIFICATE ANNIVERSARY - The anniversary of the Certificate Date. CERTIFICATE DATE - The date we receive the initial premium and upon which we begin determining the Certificate values. It may not be the same as the Certificate Issue Date. This date is used to determine Certificate months, years and anniversaries. CERTIFICATE ISSUE DATE - The date a Certificate is issued at our Customer Service Center. CERTIFICATE OWNER - The person who owns a Certificate and is entitled to exercise all rights of the Certificate. This person's death also initiates payment of the Death Benefit. CERTIFICATE YEAR - The period between Certificate Anniversaries. CONTINGENT ANNUITANT - The person designated by a Certificate Owner who, upon the Annuitant's death prior to the Annuity Commencement Date, becomes the Annuitant. CONTRACT ISSUE DATE - The date this group Contract is issued at our Customer Service Center. CONTRACTHOLDER - The entity to whom this Contract is issued. GROSS WITHDRAWAL - The total amount of Accumulation Value withdrawn. GUARANTEE PERIOD - The period of years for which (a) a specified interest rate is guaranteed to be credited to values in the Annual Interest Division; and (b) the Index Return is determined for values in any Guarantee Period or Periods of the Term Indexed Division based on changes to the S&P 500 Index during the period. IU-MP-3010 4 IMPORTANT TERMS (CONTINUED) -------------------------------------------------------------------------------- INDEX - The Standard & Poor's 500* Index ("S&P 500"). The S&P 500 Index value is determined without regard to dividends that may be paid by the firms that comprise the Index. If the S&P 500 Index is no longer available, a suitable replacement index will be used, subject to any required regulatory approval. INITIAL PREMIUM - The payment amount required to put a Certificate in effect. ISSUE AGE - The age of a Certificate Owner, or that of the Annuitant, on the last birthday on or before the Certificate Date. MARKET VALUE ADJUSTMENT - A positive or negative adjustment. It may apply if all or part of the Accumulation Value is withdrawn or applied to an Annuity Option at any time other than on, or during the 30-day period immediately following, the Maturity Date of any Guarantee Period from which such amounts are withdrawn. MATURITY DATE - The date on which a Guarantee Period ends. For values in the Term Indexed Division, the Maturity Date of a Guarantee Period will be on the last day of the last Certificate Year in that Guarantee Period. For values in the Annual Interest Division, the Maturity Date is the last day of the Certificate Year in a Guarantee Period. MINIMUM GUARANTEED INDEXED ACCOUNT FACTOR - The factor shown in each Certificate Schedule which is used in determining the Minimum Guaranteed Indexed Account Value of any Guarantee Period on a Guarantee Period Maturity Date (for values in the Term Indexed Division). Different factors may apply to each Guarantee Period and premium installment. NET WITHDRAWAL - The Gross Withdrawal amount, adjusted by any Market Value Adjustment minus any Surrender Charges. RIDERS - Riders add provisions or change the terms of this Contract or a Certificate. TERM INDEXED DIVISION - A Division of the Separate Account used for allocation of Premium Payment or premium installments. *"Standard & Poor's 500" is a trademark of The McGraw-Hill Companies, Inc. and has been licensed for use by us. This Master Contract or any Certificate providing coverage thereunder is not sponsored, endorsed, sold or promoted by Standard & Poor's and Standard & Poor's makes no representation regarding the advisability of purchasing a Certificate. IU-MP-3010 5 INTRODUCTION TO THIS CONTRACT -------------------------------------------------------------------------------- ELIGIBILITY Eligible persons as stated in the application for this Contract and who have enrolled and for whom the Initial Premium has been paid are eligible to receive the benefits under this Contract. THE CERTIFICATE OWNER The Certificate Owner is also the Annuitant unless another Annuitant has been named and is shown in the Certificate. The Certificate Owner has the rights and options described in this Contract, including but not limited to the right to receive the Annuity Benefits on the Annuity Commencement Date. One or more people may own a Certificate. In the case of a sole Certificate Owner who dies prior to the Annuity Commencement Date, we will pay the Beneficiary the Death Benefit then due. If the sole Certificate Owner is not an individual, we will treat the Annuitant as the Certificate Owner for the purpose of determining when the Certificate Owner dies under the Death Benefit provision (if there is no Contingent Annuitant). The estate of a sole Certificate Owner will be the Beneficiary if no Beneficiary designation is in effect, or if the designated Beneficiary has predeceased the Certificate Owner. In the case of a Joint Certificate Owner dying prior to the Annuity Commencement Date, the surviving Certificate Owner(s) will be deemed to be the Beneficiary(ies) and any other Beneficiary(ies) on record will be treated as the contingent Beneficiary(ies). THE ANNUITANT The Annuitant is the measuring life of the Annuity Benefits provided under a Certificate. A Certificate Owner may name a Contingent Annuitant. The Annuitant may not be changed during the Annuitant's lifetime. If the Annuitant dies before the Annuity Commencement Date, the Contingent Annuitant becomes the Annuitant. The Certificate Owner will be the Contingent Annuitant unless the Certificate Owner names someone else. The Annuitant must be a natural person. If the Annuitant dies and no Contingent Annuitant has been named, we will allow the Certificate Owner sixty days to designate someone else as the Annuitant. If all Owners of a Certificate are not individuals and, through the operation of this provision, a Certificate Owner becomes Annuitant, we will pay the Death Benefit to the Beneficiary. If there are Joint Certificate Owners, we will treat the youngest of the Certificate Owners as the Contingent Annuitant designated, unless we are notified otherwise. THE BENEFICIARY The Beneficiary is the person to whom we pay the Death Benefit if a Certificate Owner dies prior to the Annuity Commencement Date. See "Proceeds Payable to the Beneficiary" for more information. We pay Death Benefits to the primary Beneficiary (unless there are Joint Certificate Owners in which case the Death Benefit is payable to the surviving Certificate Owner). If the primary Beneficiary dies before the Certificate Owner, the Death Benefit is paid to the Contingent Beneficiary, if any. If there is no surviving Beneficiary, we pay the Death Benefit to the Certificate Owner's estate. Unless otherwise provided, the Death Benefit will be paid as though the Beneficiary died before the Certificate Owner if: (1) The Beneficiary dies at the same time as the Certificate Owner; or (2) The Beneficiary dies within 24 hours of the Certificate Owner's death. IU-MP-3010 6 INTRODUCTION TO THIS CONTRACT (CONTINUED) -------------------------------------------------------------------------------- THE BENEFICIARY (CONT'D) One or more persons may be named as primary Beneficiary or contingent Beneficiary. In the case of more than one Beneficiary, we will assume any Death Benefit is to be paid in equal shares to the surviving Beneficiaries. A Certificate Owner may specify other than equal shares. A Certificate Owner has the right to change Beneficiaries, unless the primary Beneficiary is designated as irrevocable. When an irrevocable Beneficiary has been designated, the Certificate Owner and the irrevocable Beneficiary may have to act together to exercise the rights and options under a Certificate. CHANGE OF CERTIFICATE OWNER OR BENEFICIARY During the Certificate Owner's lifetime and while the Certificate is in effect, the Certificate Owner may transfer ownership of the Certificate or change the Beneficiary. To make any of these changes, we require written notice of the change in a form satisfactory to us. If there are Joint Certificate Owners, both must agree to the change. The change will take effect as of the day the notice is signed. The change will not affect any payment made or action taken by us before recording the change at our Customer Service Center. See "Proceeds Payable to Beneficiary." IU-MP-3010 7 PREMIUM PAYMENT AND TRANSFERS -------------------------------------------------------------------------------- SINGLE PREMIUM PAYMENT This is a single premium annuity. However, a Certificate's single premium may be paid in one lump sum or in installments during the first Certificate Year. Any such planned installments must be identified at the time the Certificate is issued and be received by us at our Customer Service Center within 60 days after the Certificate Date. There is no penalty if a planned installment is not paid. PREMIUM PAYMENT ALLOCATION Premium will be allocated among the available Guarantee Periods of the Term Indexed Division as instructed a Certificate Owner. Any premium installments will be allocated in the same manner, unless specified otherwise by a Certificate Owner. No allocation of premium is allowed into the Annual Interest Division. WHERE TO MAKE PAYMENTS Premium Payments are to be remitted to our Customer Service Center. On request, a receipt signed by our treasurer will be provided. TRANSFERS Transfers between the Term Indexed Division and the Annual Interest Division, as well as transfers between Guarantee Periods of the Term Indexed Division are not allowed, except as provided under How We Measure A Certificate's Accumulation Value. IU-MP-3010 8 HOW WE MEASURE A CERTIFICATE'S ACCUMULATION VALUE -------------------------------------------------------------------------------- A CERTIFICATE'S ACCUMULATION VALUE Accumulation Value under a Certificate is equal to the sum of the Accumulation Value in the Term Indexed Division and the Annual Interest Division as determined below. TERM INDEXED DIVISION ACCUMULATION VALUE Guarantee Periods At the time a Certificate is issued, a Certificate Owner may elect any number of Guarantee Periods available for allocation of premium from among the durations then being offered by us. Any Guarantee Period that would extend beyond the Annuity Commencement Date may be not be selected. Upon the Maturity Date of a Guarantee Period, we will transfer the Accumulation Value in the expiring Guarantee Period to the Annual Interest Division. No Market Value Adjustment is assessed on withdrawals taken on, or during the 30-day period immediately following, the Maturity Date of that Guarantee Period. We will notify a Certificate Owner at the start of such 30-day period of their options Accumulation Value The Accumulation Value in the Term Indexed Division equals the sum of the Accumulation Value in all Guarantee Periods. The Accumulation Value in a Guarantee Period is determined below. How We Determine the Accumulation Value At the beginning of a Guarantee Period, the Accumulation Value equals the premium allocated to that Guarantee Period as specified by the Certificate Owner. During a Guarantee Period, the Accumulation Value equals the sum of all premium installments allocated to that Guarantee Period, less Gross Withdrawals from that Guarantee Period. At the end of a Guarantee Period, the Accumulation Value, calculated on that Guarantee Period's Maturity Date, equals the greater of: (1) The sum of all premium installments allocated to that Guarantee Period, less Gross Withdrawals from that Guarantee Period, multiplied by (1 + the Index Return) calculated separately for each premium installment; and (2) The Minimum Guaranteed Indexed Account Value. Minimum Guaranteed Indexed Account Value The Minimum Guaranteed Indexed Account Value for a Guarantee Period is equal to the sum of all premium installments allocated to that Guarantee Period, less Gross Withdrawals from that Guarantee Period, multiplied by the Minimum Guaranteed Indexed Account Factor calculated separately for each premium installment. If the premium is paid in installments, the Minimum Guaranteed Indexed Account Factor declared for each Guarantee Period selected at the time the Certificate is issued and shown in the Schedule applies to the first installment payment only as allocated to a Guarantee Period. Different Factors may apply to each subsequent premium installment as declared by us at the time the installment payment is received by us. Amounts surrendered or withdrawn prior to the end of a Guarantee Period (a) do not participate in the Index Return during that Guarantee Period; and (b) are not subject to the Minimum Guaranteed Indexed Account Value applicable to that Guarantee Period. IU-MP-3010 9 HOW WE MEASURE A CERTIFICATE'S ACCUMULATION VALUE (CONTINUED) -------------------------------------------------------------------------------- TERM INDEXED DIVISION ACCUMULATION VALUE (CONT'D) Index Return The Index Return is equal to (a x b) where: a is the Index Growth for a Guarantee Period on that Guarantee Period's Maturity Date, as described below, but not less than 0; and b is the Participation Rate for that Guarantee Period. If the premium is paid in installments, the Participation Rate declared for each Guarantee Period selected at the time a Certificate is issued applies to the first installment payment only as allocated to a Guarantee Period. Different Participation Rates may apply to each subsequent premium installment as declared by us at the time the installment payment is received by us. Index Growth This Contract and each Certificate offers two optional methods for determining the Index Growth for values in a particular Guarantee Period on its Maturity Date. The option elected by a Certificate Owner and shown in a Certificate Schedule will be used to determine the Index Return for values in all Guarantee Periods on their respective Maturity Dates. o Option I - Index Growth with Final Six-Month Averaging The Index Growth for a particular Guarantee Period is calculated on that Guarantee Period's Maturity Date separately for each premium installment and equals a minus b divided by b where: a is the average of the S & P 500 Index Values determined on the same date in each month of the last six months in that Guarantee Period; and b is the S & P 500 Index Value on the date the premium installment is received by us o Option II - (Index Growth with No Final Averaging The Index Growth for a particular Guarantee Period is calculated on that Guarantee Period's Maturity Date separately for each premium installment and equals a minus b divided by b where: a is the S & P 500 Index Values determined on the last day of that Guarantee Period (that Guarantee Period's Maturity Date); and b is the S & P 500 Index Value on the date the premium installment is received by us. If there is no such corresponding date, the last day of the month is used. If any date falls on a day the New York Stock Exchange is not open, the S&P 500 Index will be determined as of the next business day. If the S&P 500 Index is no longer available, a suitable replacement index will be used, subject to any required regulatory approval. ANNUAL INTEREST DIVISION ACCUMULATION VALUE Guarantee Periods The Annual Interest Division is a Division of the Separate Account which we use to transfer values from any expiring Term Indexed Division Guarantee Period on a Guarantee Period Maturity Date. The Guarantee Period for amounts transferred from the Term Indexed Division is the one year period beginning on any Certificate Anniversary values are transferred into the Division from any expired Term Indexed Division Guarantee Period and ending on the last day of such one-year period (the Guarantee Period Maturity Date). Accumulation Value in the Division will be credited with a rate of interest as declared by us. Such rate, once declared, is guaranteed for one year (the "Guarantee Period") from the date of declaration. Different interest rates may apply to each subsequent Guarantee Period as declared by us at the beginning of the Guarantee Period. Interest will be credited daily at a rate to yield the declared annual interest rate. IU-MP-3010 10 HOW WE MEASURE A CERTIFICATE'S ACCUMULATION VALUE (CONTINUED) -------------------------------------------------------------------------------- ANNUAL INTEREST DIVISION ACCUMULATION VALUE (CONT'D) Upon the Maturity Date of a Guarantee Period, a subsequent one-year Guarantee Period will begin. No Market Value Adjustment is assessed on withdrawals taken on, or during the 30-day period immediately following, the Maturity Date of a Guarantee Period. We will notify each Certificate Owner at the start of such 30-day period of their options. How We Determine the Accumulation Value At the time a Certificate is issued, the Accumulation Value in the Division under that Certificate is set to zero. Thereafter, the Accumulation Value will equal the Accumulation Value on the Certificate Date plus amounts transferred from any expired Term Indexed Division Guarantee Period on a Guarantee Period Maturity Date, less Gross Withdrawals, accumulated with interest. In case of surrender or withdrawal, interest will be credited on the portion of the Accumulation Value surrendered or withdrawn up to the date the surrender or withdrawal is requested. Accumulation Value at any date within a Certificate Year will be determined by us with allowance for the time elapsed in the Certificate Year. MARKET VALUE ADJUSTMENT A Market Value Adjustment (MVA) will be applied to Excess Partial Withdrawals or Accumulation Value surrendered or applied to an Income Plan at any time other than on, or during the 30-day period immediately following, the Maturity Date of any Guarantee Period from which such amounts are withdrawn. The MVA applies to, and will be calculated separately, for each premium installment payment, if any and for each Guarantee Period from which amounts are withdrawn. The MVA may be positive, negative or result in no change. Market Value Adjustments will be applied as follows: (1) The Market Value Adjustment will be applied to the amount withdrawn from a Guarantee Period or Periods before deduction of any Surrender Charge applicable to that Guarantee Period. (2) For a Partial Withdrawal, or in the case where a portion of Accumulation Value is applied to an Income Plan, the Market Value Adjustment will be calculated on the total amount that must be withdrawn or applied to an Income Plan in order to provide the amount requested. The Market Value Adjustment is determined by multiplying the Accumulation Value withdrawn from a Guarantee Period by the following factor: During the Right to Examine Period: 1 + I N/365 --------------- 1 + J - 1 Following the Right to Examine Period: 1 + I N/365 ------------------------ 1 + J + .0050* - 1 *For amounts withdrawn, surrendered or applied to an Income Plan from the Annual Interest Division, this factor will be waived. IU-MP-3010 11 HOW WE MEASURE A CERTIFICATE'S ACCUMULATION VALUE (CONTINUED) -------------------------------------------------------------------------------- MARKET VALUE ADJUSTMENT (CONT'D) Where I is the MVA Index Rate on the first day of a particular Guarantee Period on the date the premium installment payment, if any, is received by us: J is the Index Rate for Guarantee Periods equal to the number of years (fractional years rounded up to the next full year) remaining in that Guarantee Period at the time of calculation; and N is the remaining number of days in that Guarantee Period at the time of calculation. MVA Index Rate The MVA Index Rate is the average of the Ask Yields for the U.S. Treasury Strips as reported by a national quoting service for the applicable maturity. The average is based on the period from the 22nd day of the calendar month two months prior to the calendar month of Index Rate determination to the 21st day of the calendar month immediately prior to the month of determination. The applicable maturity date for these U.S. Treasury Strips is on or next following the last day of the Guarantee Period. If the Ask Yields are no longer available, the Index Rate will be determined using a suitable replacement method. We currently set the MVA Index Rate once each calendar month. However, we reserve the right to set the Index Rate more frequently than monthly, but in no event will such Index Rate be based on a period less than 28 days. IU-MP-3010 12 CERTIFICATE OWNER BENEFITS -------------------------------------------------------------------------------- While a Certificate is in effect, the Certificate Owner has important rights and benefits. We discuss these rights and benefits in this section. PARTIAL WITHDRAWAL OPTION A Certificate Owner may make a Partial Withdrawal from a Certificate at any time by giving written notice to us. The maximum amount that can be withdrawn under a Certificate each Certificate Year without being considered an Excess Partial Withdrawal (the Free Amount) is described below. Excess Partial Withdrawals taken from the Annual Interest Division at any time other than on, or during the 30-day period immediately following, a Guarantee Period Maturity Date are subject to a Market Value Adjustment and a deduction of any Premium Taxes not previously paid. Excess Partial Withdrawals taken from any Guarantee Period of the Term Indexed Division at any time prior to a Guarantee Period Maturity date are subject to a Surrender Charge and Market Value Adjustment to the extent that any Excess Partial Withdrawal is deducted from that Guarantee Period, and a deduction of any Premium Taxes not previously paid. NO SURRENDER CHARGE OR MARKET VALUE ADJUSTMENT IS ASSESSED ON AMOUNTS WITHDRAWN OR SURRENDERED FROM A TERM INDEXED DIVISION GUARANTEE PERIOD ON THE MATURITY DATE OF ANY GUARANTEE PERIOD. NO MARKET VALUE ADJUSTMENT IS ASSESSED ON AMOUNTS WITHDRAWN OR SURRENDERED FROM THE ANNUAL INTEREST DIVISION ON, OR DURING THE 30-DAY PERIOD IMMEDIATELY FOLLOWING, THE MATURITY DATE OF A GUARANTEE PERIOD. Minimum Partial Withdrawal The minimum Partial Withdrawal amount is $100. Maximum Partial Withdrawal In no event may a Partial Withdrawal be greater than 90% of the Certificate's Cash Surrender Value. After a Partial Withdrawal, the remaining Cash Surrender Value must be at least $1000 to keep the Certificate in force. The Free Amount The maximum Partial Withdrawal amount that can be taken as a Systematic or conventional Partial Withdrawal each Contract Year without being considered an Excess Partial Withdrawal is the Free Amount, equal to: (1) 10% of the Contract's Accumulation Value determined as of the Contract Date for withdrawals taken during the first Contract Year; and (2) for withdrawals taken during each subsequent Contract Year, 10% of the Contract's Accumulation Value determined as of the Contract Anniversary just prior to the date of the withdrawal, reduced by any withdrawals taken from the Annual Interest Division on, or during the 30-day period immediately following, a Guarantee Period Maturity Date. Any amounts withdrawn from the Annual Interest Division during the 30-day period immediately following a Guarantee Period Maturity Date will not be considered an Excess Partial Withdrawal for the purposes of determining the Free Amount available for the same Certificate Year in which such withdrawal was made. If a Certificate is surrendered, any withdrawal during the same Certificate Year in which such surrender occurs will be considered an Excess Partial Withdrawal. Order of Withdrawals Unless otherwise specified by the Certificate Owner, amounts withdrawn will be taken first from the Annual Interest Division, then from the Term Indexed Division starting with the shortest Guarantee Period, continuing to the next shortest Guarantee Period and ending with the longest Guarantee Period, as necessary, until the amount requested has been provided. IU-MP-3010 13 CERTIFICATE OWNER BENEFITS (CONTINUED) -------------------------------------------------------------------------------- PARTIAL WITHDRAWAL OPTION (CONT'D) Systematic Partial Withdrawals Systematic Partial Withdrawals may be elected to commence after 28 days from the Certificate Issue Date and may be taken on a monthly, quarterly or annual basis. A Certificate Owner may select the day withdrawals will be made, but no later than the 28th day of the month. If a Certificate Owner does not elect a day, the Certificate Date will be used. Systematic Partial Withdrawals in excess of the Free Amount will be subject to a Surrender Charge and a Market Value Adjustment. Partial Withdrawals to Meet Minimum Distribution Requirements for Qualified Plan Partial Withdrawals may be taken from a Certificate issued as a Qualified Plan to meet Required Minimum Distribution Requirements on a monthly, quarterly or annual basis. A minimum withdrawal of $100.00 is required. A Certificate Owner may select the day the withdrawals will be made, but no later than the 28th day of the month. If a Certificate Owner does not elect a day, the Certificate Date will be used. No Surrender Charge will be assessed on Required Minimum Distribution Withdrawals; however, withdrawals in excess of the Free Amount will be subject to a Market Value Adjustment. Systematic Partial Withdrawals and conventional Partial Withdrawals may not be take in the same certificate year. Systematic Partial Withdrawals and conventional Partial Withdrawals are not allowed when Required Minimum Distribution Withdrawals are being taken. SURRENDER CHARGE Allocations to a Term Indexed Division are subject to Surrender Charges if the Contract is surrendered or an Excess Partial Withdrawal is taken at any time prior to the Maturity Date of any Guarantee Period. The Surrender Charge is calculated as a percentage of the Accumulation Value surrendered or withdrawn from each Guarantee Period, adjusted by the Market Value Adjustment. Surrender Charges vary according to the duration of each Guarantee Period. The Surrender Charges are 8% in the first Contract Year and decrease by 1% every other Contract Year thereafter until the end of each Guarantee Period as shown in the Schedule. Surrender Charges are not assessed: (1) On any amounts withdrawn from the Annual Interest Division; or (2) If the Contract is surrendered on the Annuity Commencement Date and the Cash Surrender Value is paid under an Annuity Option. For the purpose of calculating the Surrender Charge on Excess Partial Withdrawals, Withdrawals from a Guarantee Period will occur in the following order: (i) The Free Amount; (ii) Any remaining Accumulation Value. IU-MP-3010 14 CERTIFICATE OWNER BENEFITS (CONTINUED) -------------------------------------------------------------------------------- CASH SURRENDER VALUE BENEFIT On or prior to the commencement of Annuity Income Payments if the Annuitant is living, a Certificate Owner may surrender a Certificate to us. To do this, a Certificate Owner must return their Certificate with a signed request for cancellation to our Customer Service Center. We will usually pay the Cash Surrender Value within seven days; but we may delay payment as described in Payments We May Defer. The Cash Surrender Value will vary daily. We will determine the Cash Surrender Value as of the date we receive a Certificate and the Certificate Owner's signed request in our Customer Service Center. All benefits under the Certificate will then end. In lieu of a lump sum payment, at the time of surrender the Certificate Owner may elect to have the Cash Surrender Value paid under an Annuity Option. The Cash Surrender Value varies by Division. Annual Interest Division Cash Surrender Value The Cash Surrender Value of the Annual Interest Division is equal to the Division's Accumulation Value, adjusted for any applicable Market Value Adjustment, less any charges that have been incurred but not yet deducted, including any applicable Premium Tax. Term Indexed Division Cash Surrender Value The Cash Surrender Value of the Term Indexed Division is equal to the Division's Accumulation Value, adjusted for any applicable Market Value Adjustment, less Surrender Charges or other charges that have been incurred but not yet deducted, including any applicable Premium Tax. Amounts surrendered or withdrawn prior to the end of a Guarantee Period do not participate in the Index Return and are not subject to the Minimum Guaranteed Index Account Value during that Guarantee Period. Contract's Cash Surrender Value The Contract's Cash Surrender Value, while the Annuitant is living and on or before the Annuity Commencement Date, is equal to the greater of: (1) The sum of the Cash Surrender Value in the Annual Interest Division and the Term Indexed Division as determined above; or (2) the Minimum Guaranteed Contract Accumulation Value, adjusted by any Market Value Adjustment. Minimum Guaranteed Contract AccumulationValue During a Guarantee Period or Periods, the Contract's Minimum Guaranteed Contract AccumulationValue equals: (1) 90% of the premium; plus (2) Accrued interest, if any, as declared by us; minus (3) Gross Withdrawals less any applicable Surrender Charges. IU-MP-3010 15 CERTIFICATE OWNER BENEFITS (CONTINUED) -------------------------------------------------------------------------------- PROCEEDS PAYABLE TO THE BENEFICIARY If a Certificate Owner dies prior to the Annuity Commencement Date, we will pay the Beneficiary the Death Benefit, unless a Certificate is continued as described below under Spousal Continuation Upon Death of Owner. The Death Benefit payable will be calculated as of the date we receive due proof of death satisfactory to us. The Death Benefit varies by Division. The Death Benefit for the Annual Interest Division is equal to that Division's Accumulation Value. The Death Benefit for the Term Indexed Division is equal to the sum of the Accumulation Value in each Guarantee Period in that Division. The Accumulation Value in each Guarantee Period will be calculated using the Index Return for each Guarantee Period as of the Certificate Anniversary immediately preceding the date of death. For purposes of this calculation, the S&P 500 Index Value as of the Certificate Anniversary immediately preceding the date of death.is used as the ending value in determining the Index Growth for each Guarantee Period. No Minimum Guaranteed Indexed Account Value will apply in determining the Death Benefit under this provision. Death Benefit under a Certificate The Death Benefit under a Certificate is equal to the greater of: (1) The sum of the Death Benefit in the Annual Interest Division and in the Term Indexed Division as determined above; or (2) The Contract's Minimum Guaranteed Contract Accumulation Value. No Surrender Charge or Market Value Adjustment will be applied in determining the Death Benefit under each Division or under a Certificate. If there are Joint Certificate Owners and any Certificate Owner dies, we will pay the surviving Certificate Owner(s) the Death Benefit. We will pay the amount on receipt of due proof of the Certificate Owner's death at our Customer Service Center. Such amount may be received in a single lump sum or, while a Certificate is in effect and before the Annuity Commencement Date, a Certificate Owner may choose one or more Annuity Options for the payment of Death Benefit proceeds. If, at the time of death, no Option has been chosen for paying the Death Benefit proceeds, the Beneficiary may choose an Option within one year. When a Certificate Owner (or all Owners where there are Joint Owners) is not an individual, the Death Benefit will become payable on the death of the Annuitant prior to the Annuity Commencement Date (unless a Contingent Annuitant survived the Annuitant). Only one Death Benefit is payable under this Certificate. In all events, distributions under a Certificate must be made as required by applicable law Spousal Continuation upon Death of Owner If at the Certificate Owner's death, the surviving spouse of the deceased Certificate Owner is the Beneficiary, then such surviving spouse may elect to continue the Certificate as their own, pursuant to Internal Revenue Code Section 72(s) or the equivalent provisions of the U.S. Treasury Department rules for Qualified Plans. How to Claim Payments to Beneficiary We must receive proof of the Certificate Owner's (or the Annuitant's) death before we will make any payments to the Beneficiary. We will calculate the Death Benefit as of the date we receive due proof of death. The Beneficiary should contact our Customer Service Center for instructions. IU-MP-3010 16 CHOOSING AN INCOME PLAN -------------------------------------------------------------------------------- ANNUITY BENEFITS If the Certificate Owner and the Annuitant are living on the Annuity Commencement Date, we will begin making payments to the Certificate Owner. We will make these payments under the Annuity Option (or Options) elected by the Certificate Owner. The Certificate Owner may elect to apply any portion of the Accumulation Value (minus any applicable premium tax) to any Annuity Option by making a written request at least 30 days prior to the Annuity Commencement Date. If no Annuity Option has been elected by the Required Annuity Commencement Date shown below, payments will be made under Option 2 on a 10-year Period Certain basis. The amount of the payments will be determined by applying the Accumulation Value adjusted by a Market Value Adjustment, if applicable, on the Annuity Commencement Date in accordance with the Annuity Options section below (see "Payments We May Defer"). A Market Value Adjustment may apply if the Annuity Commencement Date is other than on, or during the 30-day period immedidately following, a Guarantee Period Maturity Date. Any Surrender Charges otherwise applicable will be waived. For each Option we will issue a separate written agreement putting the Option into effect. Our approval is needed for any Option where: (1) the person named to receive payment is other than you or the Beneficiary; or (2) the person named is not a natural person, such as a corporation; or (3) any income payment would be less than the minimum annuity income payment stated below. (see "Frequency Selection"). Before we pay any Annuity Benefits, we require the return of the Certificate. If the Certificate has been lost, we require the applicable lost Certificate form. ANNUITY COMMENCEMENT DATE SELECTION The Certificate Owner selects the Annuity Commencement Date. Any date following the first Certificate Anniversary may be selected, provided, however, it occurs before the Required Date of Annuity Commencement stated below. On the Annuity Commencement Date, the age of the Annuitant plus the number of years payments are guaranteed must not exceed 100. If a date is not selected, the Annuity Commencement Date will be in the month following the Required Date of Annuity Commencement. In applying the Accumulation Value, we may first collect any Premium Taxes due us. Required Annuity Commencement Date Distributions from a Certificate funding a Qualified Plan must commence no later than April 1st of the calendar year following the calendar year in which a Certificate Owner attains age 70 1/2. Otherwise, the Annuity Commencement Date may be no later than the same date as the Certificate Date in the month following the Annuitant's 90th birthday. FREQUENCY SELECTION The Certificate Owner may choose the frequency of the Annuity Payments. They may be monthly, quarterly, semi-annually or annually. If we do not receive written notice, the payments will be made monthly. However, the minimum monthly annuity income payment that we will make is $50. The minimum total income payments in any one year is $250. We have the right to increase these minimums based upon increases reflected in the Consumer Price Index - Urban (CPI-U) since July 1, 1993. If the Annuity Option or frequency of payments elected do not meet these minimums, we have the right to make payments at such frequency as necessary to meet these minimum requirements. IU-MP-3010 17 CHOOSING AN INCOME PLAN (CONTINUED) -------------------------------------------------------------------------------- THE ANNUITY OPTIONS There are four Options to choose from. They are: Option 1. Income for a Fixed Period Payment is made in equal installments for a fixed number of years. The number of years must be at least 10 and not more than 30. We guarantee each monthly payment will be at least the Income for Fixed Period amount shown in the Schedule. Values for annual, semiannual or quarterly payments are available on request Option 2. Single Life Income Payment is made to the person named in equal monthly installments based on one of the following, as elected by you: (a) Payments continue as long as the Annuitant is living and cease at the Annuitant's death. (b) Payments continue for a period certain and continue thereafter as long as the Annuitant is living. The period certain may be 10, 20 or 30 years as specified by you. We guarantee each payment will be at least the amount shown in the Schedule. By age, we mean the named person's age on his or her nearest birthday before the Option's effective date. Values for ages not shown are available on request. Option 3. Joint Life Income This Option is available if there are two Annuitants, one of whom is designated the Primary Annuitant and the other the Secondary Annuitant. Monthly payments continue as long as at least one of the Annuitants is living based on one of the following, as elected by you: (a) Payments continue as long as either Annuitant is living; (b) Payments continue for a period certain and continue thereafter as long as either Annuitant is living. The period certain may be 10, 20 or 30 years as specified by you; Option 4 Other Annuity Plan Payment may be made under any other method mutually agreed upon by you and us. PAYMENT WHEN NAMED PERSON DIES When the person named to receive payment dies, we will pay any amounts still due as provided by the Option agreement. The amounts still due are determined as follows: (1) For Option 1 or for any remaining guaranteed payments in Options 2(b) and 3(b), payments will be continued. (2) For Option 2(a), no amounts are payable after the named person has died. (3) For Option 3(a), no amounts are payable after both named persons have died. IU-MP-3010 18 OTHER IMPORTANT INFORMATION -------------------------------------------------------------------------------- ENTIRE CONTRACT This Contract, including any attached Riders, endorsements, amendments and the application of the Contractholder, constitute the entire contract between the Contractholder and us. All statements made by the Contractholder, any Certificate Owner or any Annuitant will be deemed representations and not warranties. SENDING NOTICE TO US Any written notice or request should be sent to our Customer Service Center. REPORTS TO CERTIFICATE OWNERS We will send each Certificate Owner a report at least once during each Certificate Year. The report will show the Certificate's Accumulation Value and the Cash Surrender Value as of the Report Date. The report will also show the allocation of the Accumulation Value as of such date and the amounts deducted from or added to the Accumulation Value since the last report. The report will also include any information that may be currently required by the insurance supervisory official of the jurisdiction in which the Certificate is delivered. ASSIGNMENT - USING A CERTIFICATE AS COLLATERAL SECURITY A Certificate Owner may assign the Certificate as collateral security for a loan or other obligation. This does not change the Certificate's ownership. The Certificate Owner's rights and any Beneficiary's rights are subject to the terms of the assignment. The Beneficiary's rights may be subordinate to those of an assignee unless the Beneficiary was designated as an irrevocable Beneficiary prior to the assignment. To make or release an assignment, we must receive written notice satisfactory to us, at our Customer Service Center. We are not responsible for the validity of any assignment. CHANGING THIS CONTRACT This Contract or any additional benefit riders may be changed to another annuity plan according to our rules at the time of the change. CONTRACT CHANGES - APPLICABLE TAX LAW We reserve the right to make changes in this Contract or its Riders to the extent we deem it necessary to continue to qualify this Contract as an annuity. Any such changes will apply uniformly to all Certificates that are affected. The Contractholder and each Certificate Owner will be given advance written notice of such changes. MISSTATEMENT OF AGE OR SEX If an age or sex has been misstated, the amounts payable or benefits provided by this Contract will be those that the Premium Payment made would have bought at the correct age or sex. IU-MP-3010 19 OTHER IMPORTANT INFORMATION (CONTINUED) -------------------------------------------------------------------------------- NON-PARTICIPATING Neither this Contract, nor Certificates issued hereunder, participate in our divisible surplus. CONTESTABILITY Certificates issued under this Contract are incontestable from their date of issue. PAYMENTS WE MAY DEFER We may, at any time, defer payment of a Certificate's Cash Surrender Value for up to six months after we receive a request for it. We will allow interest of at least 3.00% a year or greater if required by state law, on any Cash Surrender deferred 30 days or more. AUTHORITY TO MAKE AGREEMENTS All agreements made by us must be signed by one of our officers. No other person, including an insurance agent or broker, has the authority to: (1) Change any of this Contract's terms; (2) Extend the time for Premium Payments; or (3) Make any agreement binding on us. REQUIRED NOTE ON OUR COMPUTATIONS We have filed a detailed statement of our computations with the insurance supervisory official in the appropriate jurisdiction. The values are not less than those required by the law of that state or jurisdiction. Any benefit provided by an attached Optional Benefit Rider will not increase these values unless otherwise stated in that Rider. FACILITY OF PAYMENT If no Beneficiary is named, we reserve the right to pay an amount not to exceed $2,000 to any person we determine to be entitled to such amount by reason of incurred expenses incident to the last illness or death of a Certificate Owner. CONFORMITY WITH LAW If any provision of this Contract is contrary to any law to which it is subject, such provision is considered amended to conform to such law. RECORDS The Contractholder will furnish us information relative to this Contract as we may require to administer it. Such records, which in our opinion have a bearing on this Contract, will be open to us for inspection at all reasonable times. CERTIFICATE OWNER'S RIGHT TO EXAMINE THE CERTIFICATE A Certificate Owner may return the Certificate to us or the agent through whom it was purchased within 10 days of receipt (or other period provided by law). If so returned, we will promptly refund the Accumulation Value, adjusted for any Market Value Adjustment, plus any charges deducted (or other amount as provided by law) as of the date the returned Certificate is received by us. IU-MP-3010 20 -------------------------------------------------------------------------------- SINGLE PREMIUM DEFERRED MODIFIED GUARANTEED ANNUITY GROUP MASTER CONTRACT - NO DIVIDENDS. Annuity Benefit payable at Annuity Commencement Date. Death Benefit payable in the event of the Certificate Owner's death prior to the Commencement Date. Cash Surrender Values are based on a Market Value Adjustment formula if the Certificate is held for a period less than the currently elected Guarantee Period. Cash Surrender Values may increase or decrease based on the Market Value Adjustment Formula. IU-MP-3010