Zalico Variable Annuity Separate Account Sample Contracts

FORM OF PARTICIPATION AGREEMENT
Participation Agreement • April 24th, 1998 • Kilico Variable Annuity Separate Account • Massachusetts
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AMENDMENT TO PARTICIPATION AGREEMENT
Participation Agreement • April 24th, 1998 • Kilico Variable Annuity Separate Account
AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • April 28th, 1997 • Kilico Variable Annuity Separate Account
WITNESSETH:
Administrative Services Agreement • April 28th, 1999 • Kilico Variable Annuity Separate Account • New York
between
Letter Agreement • September 2nd, 2003 • Kilico Variable Annuity Separate Account • Illinois
Annuitant JOHN DOE Age 35
Kilico Variable Annuity Separate Account • April 28th, 1997
PARTICIPATION AGREEMENT BY AND AMONG AIM VARIABLE INSURANCE FUNDS, A I M DISTRIBUTORS, INC., AND KEMPER INVESTORS LIFE INSURANCE COMPANY, ON BEHALF OF ITSELF AND ITS SEPARATE ACCOUNTS
Participation Agreement • April 29th, 2011 • Zalico Variable Annuity Separate Account • Delaware

THIS AGREEMENT, made and entered into as of the 30th day of April, 2004 (“Agreement”), by and among AIM VARIABLE INSURANCE FUNDS, a Delaware Trust (“AVIF”), A I M Distributors, Inc., a Delaware corporation (“AIM”), Kemper Investors Life Insurance Company, an Illinois life insurance company (“LIFE COMPANY”), on behalf of itself and each of its segregated asset accounts listed in Schedule A hereto, as the parties hereto may amend from time to time (each, an “Account,” and collectively, the “Accounts.

FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • April 24th, 1998 • Kilico Variable Annuity Separate Account • Massachusetts
AMENDMENT NO. 3 PARTICIPATION AGREEMENT
Participation Agreement • April 29th, 2011 • Zalico Variable Annuity Separate Account

This Amendment to the Participation Agreement (“Agreement”) between AIM Variable Insurance Funds (Invesco Variable Insurance Funds) (the “Fund”), Invesco Distributors, Inc. (the “Distributor”), and Zurich American Life Insurance Company (formerly, Kemper Investors Life Insurance Company) (the “Company”) dated April 30, 2004 is effective May 1, 2011. All capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such term in the Agreement.

Credit Suisse Funds Rule 22c-2 Shareholder Information Agreement
Shareholder Information Agreement • April 29th, 2009 • Kilico Variable Annuity Separate Account • New York

This Shareholder Information Agreement (the “Agreement”) is entered into as of April 16, 2007 by and between (i) Credit Suisse Asset Management Securities, Inc. (“CSAMSI”), on behalf of each of the Credit Suisse Funds, and (ii) the undersigned intermediary (“Intermediary”) with an effective date of October 16, 2007 or such earlier date as mutually agreed upon by the parties.

PRINCIPAL UNDERWRITER AGREEMENT
Principal Underwriter Agreement • April 30th, 2013 • Zalico Variable Annuity Separate Account • Illinois

THIS AGREEMENT, effective as of the 30th day of April, 2012 (or the date upon which approval is received from the Illinois Department of Insurance, if later) by and between Zurich American Life Insurance Company, an Illinois life insurance company (“Insurer”), on its own behalf and on behalf of the Separate Account listed on Exhibit A attached hereto and made a part hereof, as such Exhibit A may be amended from time to time by agreement of the parties hereto (“Separate Account”), and BFP Securities, LLC, a Delaware limited liability company and a registered broker-dealer (“Principal Underwriter”).

Rule 22c-2 Agreement
Rule 22c-2 Agreement • April 29th, 2009 • Kilico Variable Annuity Separate Account

This Rule 22c-2 Information Sharing Agreement (the “Agreement”), is entered into by and between Fred Alger & Company, Incorporated (the “Fund Agent”) and the “Financial Intermediary” identified on the execution page of this Agreement.

WITNESSETH:
Administrative Services Agreement • April 27th, 2004 • Kilico Variable Annuity Separate Account • Delaware
Amendment to Participation Agreement Dated as of January 1, 1997
Participation Agreement • April 29th, 2011 • Zalico Variable Annuity Separate Account

This Amendment to the Participation Agreement (“Agreement”) between DWS Variable Series II (formerly, Kemper Investors Fund) (the “Fund”), Deutsche Investment Management Americas Inc. (formerly, Zurich Kemper Investments, Inc.) (the “Adviser”), DWS Investments Distributors, Inc. (formerly, DWS Scudder Distributors, Inc., and Kemper Distributors, Inc.) (the “Distributor”), and Zurich American Life Insurance Company (formerly, Kemper Investors Life Insurance Company) (the “Company”) dated January 1, 1997 is effective this 11th day of April, 2011. All capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such term in the Agreement.

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VARIABLE ANNUITY REINSURANCE CONTRACT ISSUED TO KEMPER INVESTORS LIFE INSURANCE COMPANY SCHAUMBURG, ILLINOIS Redacted
Reinsurance Contract • April 27th, 2007 • Kilico Variable Annuity Separate Account

This Contract is to indemnify the Company in respect of certain liabilities that may accrue to the Company as provided herein under business classified by the Company as Scudder Destinations Annuity and Farmers Variable Annuity I products, issued between May 1, 2000 and February 28, 2003 on policy forms identified on Schedule A (the “Original Policies”), including certain liabilities that may accrue as the result of policyholder contributions made on such business on or after the Effective Date, subject to the Maximum Policyholder Contributions, No amendments, endorsements or other modifications will be made to the policy forms identified on Schedule A without the prior written consent of the Reinsurer. Certain defined terms used herein are set forth in Article 13.

Amendment No. 8 to Insurance Administrative Services Agreement
Insurance Administrative Services Agreement • April 30th, 2012 • Zalico Variable Annuity Separate Account

This Amendment No. 8 (this “Amendment”), effective as of the date first signed, following receipt of approval from the Illinois Department of Insurance, (the “Effective Date”), modifies certain terms of the Insurance Administrative Services Agreement dated September 7, 2004 as amended (the “Agreement”), by and between Zurich American Life Insurance Company (formerly Kemper Investors Life Insurance Company) (“Customer”), an Illinois domiciled insurer, and IBM Business Transformation Outsourcing Insurance Services Corporation (formerly Liberty Insurance Services Corporation) (“IIOS”), a South Carolina corporation with its principal place of business at 2000 Wade Hampton Boulevard, Greenville, South Carolina 29615.

Amendment No. 6 to Third-Party Insurance Administrative Services Agreement
Insurance Administrative Services Agreement • April 30th, 2010 • Kilico Variable Annuity Separate Account

This Amendment No. 6 (this “Amendment”), effective as of May 15, 2009, following receipt of approval from the Illinois Department of Insurance, (the “Effective Date”), modifies certain terms of the Insurance Administrative Services Agreement dated September 7, 2004 as amended (the “Agreement”), by and between Kemper Investors Life Insurance Company (“Client”), and IBM Business Transformation Outsourcing Insurance Services Corporation, (“IIOS”), a South Carolina corporation with its principal place of business at 2000 Wade Hampton Boulevard, Greenville, South Carolina 29615.

RESTATEMENT OF PARTICIPATION AGREEMENT
Participation Agreement • September 14th, 1999 • Kilico Variable Annuity Separate Account
AMENDMENT NO. 1 PARTICIPATION AGREEMENT
Participation Agreement • April 29th, 2011 • Zalico Variable Annuity Separate Account

The Participation Agreement (the “Agreement”), dated as of April 30, 2004, by and among AIM Variable Insurance Funds, a Delaware trust; A I M Distributors, Inc., a Delaware corporation, and Kemper Investors Life Insurance Company, an Illinois life insurance company, on behalf of itself and its separate accounts, is hereby amended as follows:

Shareholder Information Agreement Franklin Templeton Variable Insurance Products Trust
Shareholder Information Agreement • April 29th, 2011 • Zalico Variable Annuity Separate Account

This Shareholder Information Agreement (“Agreement”) is entered into as of April 16, 2007, and is among Franklin/Templeton Distributors, Inc. (“Distributors”) on behalf of each Fund, as defined below, and the Intermediary, as defined below. Unless otherwise specified, capitalized terms have the meaning set out under “Definitions,” below.

Supplemental Agreement
Supplemental Agreement • April 29th, 2009 • Kilico Variable Annuity Separate Account • New York

This Supplemental Agreement is entered into as of April 16, 2007 by and between Dreyfus Service Corporation (“Dreyfus”) on its behalf, and/or on behalf of one or more of the Funds for which it serves as principal underwriter, and the undersigned (the “Intermediary”).

Amendment to Administrative Services Agreement Dated as of October 23, 2001
Administrative Services Agreement • April 30th, 2021 • Zalico Variable Annuity Separate Account

This Amendment to the Administrative Services Agreement (“Agreement”) between DWS Investment Management Americas, Inc. (formerly Deutsche Investment Management Americas Inc.) (“DIMA”) and Zurich American Life Insurance Company (“Life Company”) (collectively, the “Parties”) dated October 23, 2001 is effective this 25th day of March, 2021. All capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such term in the Agreement.

SUPPLEMENT TO PARTICIPATION AGREEMENT DATED JANUARY 1, 1997 (as amended and supplemented from time to time) AMONG DWS VARIABLE SERIES II (“DWSVS II”) DEUTSCHE INVESTMENT MANAGEMENT AMERICAS INC. DWS INVESTMENTS DISTRIBUTORS, INC. AND ZURICH AMERICAN...
Participation Agreement • April 29th, 2011 • Zalico Variable Annuity Separate Account

The parties hereto agree that the Participation Agreement is amended to add the following additional Designated Portfolio(s) for such Separate Accounts and Contracts as may be necessary or appropriate in connection with pending reorganization(s) related thereto. The class or classes currently permitted for the Acquired Portfolio are hereafter permitted for the Surviving Portfolio. Each Surviving Portfolio is added for use with the same Separate Accounts and Contracts as currently provided for the Acquired Portfolio.

August 1st, 2008
Indemnification Agreement • April 29th, 2009 • Kilico Variable Annuity Separate Account

Reference is made to an Indemnification Agreement (the “Agreement”), dated June 26, 1998, between Deutsche Investment Management Americas Inc. (formerly Scudder Kemper Investments, Inc.) (“DIMA”) and Kemper Investors Life Insurance Company (“Life Company”) related to KILICO Variable Separate Account-2, KILICO Variable Separate Account and KILICO Variable Annuity Separate Account investing in Portfolios of DWS Variable Series I (the “Fund”), formerly known as Scudder Variable Series I and Scudder Variable Life Investment Fund.

Amendment to Fund Participation Agreement Dated as of October 22, 2001
Fund Participation Agreement • April 30th, 2021 • Zalico Variable Annuity Separate Account

This Amendment to the Fund Participation Agreement (“Agreement”) between Deutsche DWS Investments VIT Funds (formerly DWS Investments VIT Funds) (the “Trust”), DWS Investment Management Americas, Inc. (formerly Deutsche Investment Management Americas Inc.) (the “Adviser”), DWS Distributors, Inc. (formerly Scudder Distributors ,Inc.) (the “Underwriter”) and Zurich American Life Insurance Company (formerly Kemper Investors Life Insurance Company) (the “Company”) (collectively, the “Parties”) dated October 22, 2001 is effective this 25th day of March, 2021. All capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such term in the Agreement.

TERMINATION OF PRINCIPAL UNDERWRITER AGREEMENT
Termination of Principal Underwriter Agreement • April 30th, 2013 • Zalico Variable Annuity Separate Account

This Termination of Principal Underwriter Agreement (“AGREEMENT”) is made by and between Synergy Investment Group, LLC (“Synergy”) and Zurich American Life Insurance Company (“ZALICO”) (formerly known as Kemper Investors Life Insurance Company).

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