Common use of Valuation of Assets Following the Closing Date Clause in Contracts

Valuation of Assets Following the Closing Date. As of any date of determination following the Closing Date, the Fair Market Value of any asset shall be the end-of-day price on the day prior to such date of determination determined in accordance with the following pricing matrix, whereby Security Type is determined by the Ceding Company’s “ASSET_CLASS_CATEGORY” classification. Asset Type PrimarySecondary Tertiary Quaternary ABS IDCJPM Pricing Direct Broker Quotes Analyst/Trader ABS-FLOATER IDCJPM Pricing Direct Broker Quotes Analyst/Trader CLO IDCJPM Pricing Direct Broker Quotes Analyst/Trader CMBS IDCJPM Pricing Direct Broker Quotes Analyst/Trader CMO-A IDCJPM Pricing Direct Broker Quotes Analyst/Trader CMO-B Pricing DirectIDCBroker Quotes Analyst/Trader CMTG CML MatrixAnalyst/TraderNA NA EMD-CORPORATE JPMCIDCBroker Quotes Analyst/Trader EMD-SOVEREIGN JPMCIDCBroker Quotes Analyst/Trader EQUITY SECURITIES IDCJPM Pricing Direct Broker Quotes Analyst/Trader LIMITED PARTNERSHIPS NAV StatementAnalyst/Trader NA NA MUNICIPAL IDCJPM Pricing Direct Broker Quotes Analyst/Trader PRIVATE-BIG Private Credit Matrix Broker QuoteAnalyst/Trader NA PRIVATE-IG Private Credit Matrix Broker QuoteAnalyst/Trader NA PUBLIC-BIG IDCJPM Pricing Direct Broker Quotes Analyst/Trader PUBLIC-IG IDCJPM Pricing Direct Broker Quotes Analyst/Trader SHORT-TERM IDCJPM Pricing DirectBroker Quotes Broker Quotes Analyst/Trader Analyst/Trader US TREASURY IDCJPM Pricing Direct Commercial mortgages shall be valued in a manner consistent with Voya Investment Management’s Commercial Mortgage Loan Matrix Valuation methodology, which shall be provided to the Reinsurer for reference. Fund Investments will be valued based on most recent NAV, adjusted for any contributions/distributions since the last reported NAV Statement from the relevant limited partnership. The Reinsurer agrees to provide the most recent NAV Statement and any other Fund Investments correspondence since the date of the most recent NAV Statement to the Ceding Company, where such NAV Statement shall value the investment as of a date no older than 150 calendar days prior to the relevant valuation date. Private placements shall be valued in a manner consistent with Voya Investment Management’s Private Credit Matrix Valuation methodology, which shall be provided to the Reinsurer for reference. With respect to any position which is valued via the Analyst/Trader protocol, such position shall be valued by the Reinsurer and the Reinsurer agrees to provide the Ceding Company documentation supporting such valuation, including valuation methodology, inputs and assumptions and any other information necessary for the Ceding Company to re-perform the measurement, and to the extent that there are differences, the parties agree in good faith to come to an agreed-upon valuation. These investment guidelines (the “Investment Guidelines”) shall apply to all assets deposited into the Trust Account, or any Subaccount thereunder (the “Trust Account”), with respect to the Trust Account established by the Grantor for the benefit of the Beneficiary pursuant to the Trust Agreement to which these Investment Guidelines are attached among Security Life of Denver Insurance Company (as Grantor), ReliaStar Life Insurance Company (as Beneficiary) and The Bank of New York Mellon (as Trustee), except to the extent specified herein. Terms not otherwise defined in these Investment Guidelines shall have the meanings ascribed thereto in the Trust Agreement or Reinsurance Agreement, as applicable. No investment shall be made in an asset that is not an Eligible Asset. Unless otherwise designated, all restrictions, including percentage limits referred to in these Investment Guidelines, shall be based on a percentage of the aggregate Statutory Book Value (“Book Value”) of assets held in (a) the Trust Account and Subaccounts thereunder, (b) the Trust Account and Subaccounts under the Trust Agreement, effective as of January 1, 2021, by and among Security Life of Denver Insurance Company (as Grantor), ReliaStar Life Insurance Company of New York (as Beneficiary) and The Bank of New York Mellon (as Trustee) and (c) the Trust Account and Subaccounts under the Trust Agreement, effective as of January 1, 2021, by and among Security Life of Denver Insurance Company (as Grantor), Voya Retirement Insurance and Annuity Company (as Beneficiary) and The Bank of New York Mellon (as Trustee) (all such Trust Accounts and Subaccounts described in clauses (a), (b) and (c), collectively, the “Trust Portfolio”); provided that, if Grantor’s Floating RBC Ratio as of any calendar quarter end is below two hundred twenty-five percent (225%) and Grantor has not cured such shortfall as of the applicable RBC Reporting Deadline (a “RBC Ratio Threshold Breach”), each reference in these Investment Guidelines to the “Trust Portfolio” shall be deemed to refer to the “Trust Account” until such RBC Ratio Threshold Breach has been cured. During any period where the Book Value of the Trust Portfolio is less than one billion USD ($1,000,000,000), the dollar amounts corresponding to the percentage limitations in respect of the Trust Portfolio set forth in these Investment Guidelines shall be determined as though the Book Value of the Trust Portfolio was one billion USD ($1,000,000,000); provided that, upon an RBC Ratio Threshold Breach, the references herein to “one billion USD ($1,000,000,000)” shall be deemed to refer to five hundred million USD ($500,000,000) until such RBC Ratio Threshold Breach has been cured.

Valuation of Assets Following the Closing Date. As of any date of determination following the Closing Date, the Fair Market Value of any asset shall be the end-of-day price on the day prior to such date of determination determined in accordance with the following pricing matrix, whereby Security Type is determined by the Ceding Company’s “ASSET_CLASS_CATEGORY” classification. Asset Type PrimarySecondary Tertiary Quaternary ABS IDCJPM Pricing Direct Broker DirectBroker Quotes Analyst/Trader ABS-FLOATER IDCJPM Pricing Direct Broker Quotes Analyst/Trader CLO IDCJPM Pricing Direct Broker DirectBroker Quotes Analyst/Trader CMBS IDCJPM Pricing Direct Broker DirectBroker Quotes Analyst/Trader CMO-A IDCJPM Pricing Direct Broker DirectBroker Quotes Analyst/Trader CMO-B Pricing DirectIDCBroker Quotes Analyst/Trader CMTG CML MatrixAnalyst/TraderNA NA TraderNANA EMD-CORPORATE JPMCIDCBroker Quotes Analyst/Trader EMD-SOVEREIGN JPMCIDCBroker Quotes Analyst/Trader EQUITY SECURITIES IDCJPM Pricing Direct Broker Quotes Analyst/Trader LIMITED PARTNERSHIPS NAV StatementAnalyst/Trader NA NA MUNICIPAL IDCJPM Pricing Direct Broker DirectBroker Quotes Analyst/Trader PRIVATE-BIG Private Credit Matrix Broker QuoteAnalyst/Trader NA PRIVATE-IG Private Credit Matrix Broker QuoteAnalyst/Trader NA PUBLIC-BIG IDCJPM Pricing Direct Broker DirectBroker Quotes Analyst/Trader PUBLIC-IG IDCJPM Pricing Direct Broker DirectBroker Quotes Analyst/Trader SHORT-TERM IDCJPM Pricing DirectBroker Quotes Broker Quotes Analyst/Trader Analyst/Trader US TREASURY IDCJPM Pricing Direct Commercial mortgages shall be valued in a manner consistent with Voya Investment Management’s Commercial Mortgage Loan Matrix Valuation methodology, which shall be provided to the Reinsurer for reference. Fund Investments will be valued based on most recent NAV, adjusted for any contributions/distributions since the last reported NAV Statement from the relevant limited partnership. The Reinsurer agrees to provide the most recent NAV Statement and any other Fund Investments correspondence since the date of the most recent NAV Statement to the Ceding Company, where such NAV Statement shall value the investment as of a date no older than 150 calendar days prior to the relevant valuation date. Private placements shall be valued in a manner consistent with Voya Investment Management’s Private Credit Matrix Valuation methodology, which shall be provided to the Reinsurer for reference. With respect to any position which is valued via the Analyst/Trader protocol, such position shall be valued by the Reinsurer and the Reinsurer agrees to provide the Ceding Company documentation supporting such valuation, including valuation methodology, inputs and assumptions and any other information necessary for the Ceding Company to re-perform the measurement, and to the extent that there are differences, the parties agree in good faith to come to an agreed-upon valuation. These investment guidelines (the “Investment Guidelines”) shall apply to all assets deposited into the Trust Account, or any Subaccount thereunder (the “Trust Account”Schedule 1.1(F), with respect to the Trust Account established by the Grantor for the benefit of the Beneficiary pursuant to the Trust Agreement to which these Investment Guidelines are attached among Security Life of Denver Insurance Company (as Grantor), ReliaStar Life Insurance Company (as Beneficiary) and The Bank of New York Mellon (as Trustee), except to the extent specified herein. Terms not otherwise defined in these Investment Guidelines shall have the meanings ascribed thereto in the Trust Agreement or Reinsurance Agreement, as applicable. No investment shall be made in an asset that is not an Eligible Asset. Unless otherwise designated, all restrictions, including percentage limits referred to in these Investment Guidelines, shall be based on a percentage of the aggregate Statutory Book Value (“Book Value”) of assets held in (a) the Trust Account and Subaccounts thereunder, (b) the Trust Account and Subaccounts under the Trust Agreement, effective as of January 1, 2021, by and among Security Life of Denver Insurance Company (as Grantor), ReliaStar Life Insurance Company of New York (as Beneficiary) and The Bank of New York Mellon (as Trustee) and (c) the Trust Account and Subaccounts under the Trust Agreement, effective as of January 1, 2021, by and among Security Life of Denver Insurance Company (as Grantor), Voya Retirement Insurance and Annuity Company (as Beneficiary) and The Bank of New York Mellon (as Trustee) (all such Trust Accounts and Subaccounts described in clauses (a), (b) and (c), collectively, the “Trust Portfolio”); provided that, if Grantor’s Floating RBC Ratio as of any calendar quarter end is below two hundred twenty-five percent (225%) and Grantor has not cured such shortfall as of the applicable RBC Reporting Deadline (a “RBC Ratio Threshold Breach”), each reference in these Investment Guidelines to the “Trust Portfolio” shall be deemed to refer to the “Trust Account” until such RBC Ratio Threshold Breach has been cured. During any period where the Book Value of the Trust Portfolio is less than one billion USD ($1,000,000,000), the dollar amounts corresponding to the percentage limitations in respect of the Trust Portfolio set forth in these Investment Guidelines shall be determined as though the Book Value of the Trust Portfolio was one billion USD ($1,000,000,000); provided that, upon an RBC Ratio Threshold Breach, the references herein to “one billion USD ($1,000,000,000)” shall be deemed to refer to five hundred million USD ($500,000,000) until such RBC Ratio Threshold Breach has been cured.

Valuation of Assets Following the Closing Date. As of any date of determination following the Closing Date, the Fair Market Value of any asset shall be the end-of-day price on the day prior to such date of determination determined in accordance with the following pricing matrix, whereby Security Type is determined by the Ceding Company’s “ASSET_CLASS_CATEGORY” classification. Asset Type PrimarySecondary Tertiary Quaternary ABS IDCJPM Pricing Direct Broker Quotes Analyst/Trader ABS-FLOATER IDCJPM Pricing Direct Broker Quotes Analyst/Trader CLO IDCJPM Pricing Direct Broker Quotes Analyst/Trader CMBS IDCJPM Pricing Direct Broker Quotes Analyst/Trader CMO-A IDCJPM Pricing Direct Broker Quotes Analyst/Trader CMO-B Pricing DirectIDCBroker Quotes Analyst/Trader CMTG CML MatrixAnalyst/TraderNA NA EMD-CORPORATE JPMCIDCBroker Quotes Analyst/Trader EMD-SOVEREIGN JPMCIDCBroker Quotes Analyst/Trader EQUITY SECURITIES IDCJPM Pricing Direct Broker Quotes Analyst/Trader LIMITED PARTNERSHIPS NAV StatementAnalyst/Trader NA NA MUNICIPAL IDCJPM Pricing Direct Broker Quotes Analyst/Trader PRIVATE-BIG Private Credit Matrix Broker QuoteAnalyst/Trader NA PRIVATE-IG Private Credit Matrix Broker QuoteAnalyst/Trader NA PUBLIC-BIG IDCJPM Pricing Direct Broker Quotes Analyst/Trader PUBLIC-IG IDCJPM Pricing Direct Broker Quotes Analyst/Trader SHORT-TERM IDCJPM Pricing DirectBroker Quotes Broker Quotes Analyst/Trader Analyst/Trader US TREASURY IDCJPM Pricing Direct Commercial mortgages shall be valued in a manner consistent with Voya Investment Management’s Commercial Mortgage Loan Matrix Valuation methodology, which shall be provided to the Reinsurer for reference. Fund Investments will be valued based on most recent NAV, adjusted for any contributions/distributions since the last reported NAV Statement from the relevant limited partnership. The Reinsurer agrees to provide the most recent NAV Statement and any other Fund Investments correspondence since the date of the most recent NAV Statement to the Ceding Company, where such NAV Statement shall value the investment as of a date no older than 150 calendar days prior to the relevant valuation date. Private placements shall be valued in a manner consistent with Voya Investment Management’s Private Credit Matrix Valuation methodology, which shall be provided to the Reinsurer for reference. With respect to any position which is valued via the Analyst/Trader protocol, such position shall be valued by the Reinsurer and the Reinsurer agrees to provide the Ceding Company documentation supporting such valuation, including valuation methodology, inputs and assumptions and any other information necessary for the Ceding Company to re-perform the measurement, and to the extent that there are differences, the parties agree in good faith to come to an agreed-upon valuation. These investment guidelines (the “Investment Guidelines”) shall apply to all assets deposited into the Trust Account, or any Subaccount thereunder (the “Trust Account”), with respect to the Trust Account established by the Grantor for the benefit of the Beneficiary pursuant to the Trust Agreement to which these Investment Guidelines are attached among Security Life of Denver Insurance Company (as Grantor), ReliaStar Life Insurance Company (as Beneficiary) and The Bank of New York Mellon (as Trustee), except to the extent specified herein. Terms not otherwise defined in these Investment Guidelines shall have the meanings ascribed thereto in the Trust Agreement or Reinsurance Agreement, as applicable. No investment shall be made in an asset that is not an Eligible Asset. Unless otherwise designated, all restrictions, including percentage limits referred to in these Investment Guidelines, shall be based on a percentage of the aggregate Statutory Book Value (“Book Value”) of assets held in (a) the Trust Account and Subaccounts thereunder, (b) the Trust Account and Subaccounts under the Trust Agreement, effective as of January 1, 2021, by and among Security Life of Denver Insurance Company (as Grantor), ReliaStar Life Insurance Company of New York (as Beneficiary) and The Bank of New York Mellon (as Trustee) and (c) the Trust Account and Subaccounts under the Trust Agreement, effective as of January 1, 2021, by and among Security Life of Denver Insurance Company (as Grantor), Voya Retirement Insurance and Annuity Company (as Beneficiary) and The Bank of New York Mellon (as Trustee) (all such Trust Accounts and Subaccounts described in clauses (a), (b) and (c), collectively, the “Trust Portfolio”); provided that, if Grantor’s Floating RBC Ratio as of any calendar quarter end is below two hundred twenty-five percent (225%) and Grantor has not cured such shortfall as of the applicable RBC Reporting Deadline (a “RBC Ratio Threshold Breach”), each reference in these Investment Guidelines to the “Trust Portfolio” shall be deemed to refer to the “Trust Account” until such RBC Ratio Threshold Breach has been cured. During any period where the Book Value of the Trust Portfolio is less than one billion USD ($1,000,000,000), the dollar amounts corresponding to the percentage limitations in respect of the Trust Portfolio set forth in these Investment Guidelines shall be determined as though the Book Value of the Trust Portfolio was one billion USD ($1,000,000,000); provided that, upon an RBC Ratio Threshold Breach, the references herein to “one billion USD ($1,000,000,000)” shall be deemed to refer to five hundred million USD ($500,000,000) until such RBC Ratio Threshold Breach has been cured.EXHIBIT L

Valuation of Assets Following the Closing Date. As of any date of determination following the Closing Date, the Fair Market Value of any asset shall be the end-of-day price on the day prior to such date of determination determined in accordance with the following pricing matrix, whereby Security Type is determined by the Ceding Company’s “ASSET_CLASS_CATEGORY” classification. Asset Type PrimarySecondary Tertiary Quaternary ABS IDCJPM Pricing Direct Broker Quotes Analyst/Trader ABS-FLOATER IDCJPM Pricing Direct Broker Quotes Analyst/Trader CLO IDCJPM Pricing Direct Broker Quotes Analyst/Trader CMBS IDCJPM Pricing Direct Broker Quotes Analyst/Trader CMO-A IDCJPM Pricing Direct Broker Quotes Analyst/Trader CMO-B Pricing DirectIDCBroker Quotes Analyst/Trader CMTG CML MatrixAnalyst/TraderNA NA EMD-CORPORATE JPMCIDCBroker Quotes Analyst/Trader EMD-SOVEREIGN JPMCIDCBroker Quotes Analyst/Trader EQUITY SECURITIES IDCJPM Pricing Direct Broker Quotes Analyst/Trader LIMITED PARTNERSHIPS NAV StatementAnalyst/Trader NA NA MUNICIPAL IDCJPM Pricing Direct Broker Quotes Analyst/Trader PRIVATE-BIG Private Credit Matrix Broker QuoteAnalyst/Trader NA PRIVATE-IG Private Credit Matrix Broker QuoteAnalyst/Trader NA PUBLIC-BIG IDCJPM Pricing Direct Broker Quotes Analyst/Trader PUBLIC-IG IDCJPM Pricing Direct Broker Quotes Analyst/Trader SHORT-TERM IDCJPM Pricing DirectBroker Quotes Broker Quotes Analyst/Trader Analyst/Trader US TREASURY IDCJPM Pricing Direct Commercial mortgages shall be valued in a manner consistent with Voya Investment Management’s Commercial Mortgage Loan Matrix Valuation methodology, which shall be provided to the Reinsurer for reference. Fund Investments will be valued based on most recent NAV, adjusted for any contributions/distributions since the last reported NAV Statement from the relevant limited partnership. The Reinsurer agrees to provide the most recent NAV Statement and any other Fund Investments correspondence since the date of the most recent NAV Statement to the Ceding Company, where such NAV Statement shall value the investment as of a date no older than 150 calendar days prior to the relevant valuation date. Private placements shall be valued in a manner consistent with Voya Investment Management’s Private Credit Matrix Valuation methodology, which shall be provided to the Reinsurer for reference. With respect to any position which is valued via the Analyst/Trader protocol, such position shall be valued by the Reinsurer and the Reinsurer agrees to provide the Ceding Company documentation supporting such valuation, including valuation methodology, inputs and assumptions and any other information necessary for the Ceding Company to re-perform the measurement, and to the extent that there are differences, the parties agree in good faith to come to an agreed-upon valuation. These investment guidelines (the “Investment Guidelines”) shall apply to all assets deposited into the Trust Account, or any Subaccount thereunder (the “Trust Account”), with respect to the Trust Account established by the Grantor for the benefit of the Beneficiary pursuant to the Trust Agreement to which these Investment Guidelines are attached among Security Life of Denver Insurance Company (as Grantor), ReliaStar Life Insurance Company (as Beneficiary) and The Bank of New York Mellon (as Trustee), except to the extent specified herein. Terms not otherwise defined in these Investment Guidelines shall have the meanings ascribed thereto in the Trust Agreement or Reinsurance Agreement, as applicable. No investment shall be made in an asset that is not an Eligible Asset. Unless otherwise designated, all restrictions, including percentage limits referred to in these Investment Guidelines, shall be based on a percentage of the aggregate Statutory Book Value (“Book Value”) of assets held in (a) the Trust Account and Subaccounts thereunder, (b) the Trust Account and Subaccounts under the Trust Agreement, effective as of January 1, 2021, by and among Security Life of Denver Insurance Company (as Grantor), ReliaStar Life Insurance Company of New York (as Beneficiary) and The Bank of New York Mellon (as Trustee) and (c) the Trust Account and Subaccounts under the Trust Agreement, effective as of January 1, 2021, by and among Security Life of Denver Insurance Company (as Grantor), Voya Retirement Insurance and Annuity Company (as Beneficiary) and The Bank of New York Mellon (as Trustee) (all such Trust Accounts and Subaccounts described in clauses (a), (b) and (c), collectively, the “Trust Portfolio”); provided that, if Grantor’s Floating RBC Ratio as of any calendar quarter end is below two hundred twenty-five percent (225%) and Grantor has not cured such shortfall as of the applicable RBC Reporting Deadline (a “RBC Ratio Threshold Breach”), each reference in these Investment Guidelines to the “Trust Portfolio” shall be deemed to refer to the “Trust Account” until such RBC Ratio Threshold Breach has been cured. During any period where the Book Value of the Trust Portfolio is less than one billion USD ($1,000,000,000), the dollar amounts corresponding to the percentage limitations in respect of the Trust Portfolio set forth in these Investment Guidelines shall be determined as though the Book Value of the Trust Portfolio was one billion USD ($1,000,000,000); provided that, upon an RBC Ratio Threshold Breach, the references herein to “one billion USD ($1,000,000,000)” shall be deemed to refer to five hundred million USD ($500,000,000) until such RBC Ratio Threshold Breach has been cured.