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, Xxxx Xxxxx Associates, Inc., H. Xxxxxxx Xxxx,
A. Xxxxx Xxxxx 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:
XXXXXXX X. XXXXXX
VICE PRESIDENT, TREASURER AND CHIEF FINANCIAL OFFICER
NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY
X.X. XXX 0000
XXXXXX, XX 00000-0000
PHONE NO. (000) 000-0000 (X253) FAX NO. (000) 000-0000
XXXXXXX X. XXXXX, FSA
ASSISTANT VICE PRESIDENT AND ACTUARY
CIGNA REINSURANCE, R26
000 XXXXXXX XXXXX XXXX
XXXXXXXX, XX 00000-0000
PHONE NO. (000) 000-0000 FAX NO. (000) 000-0000
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/ Xxxx X. Xxxxxx
------------------------------------
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/ Xxxx XxXxxxxx
-------------------------------------
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/ Xxxx XxXxxxxx
-------------------------------------
Date January 28, 1997
CONNECTICUT GENERAL LIFE INSURANCE
COMPANY
By /s/ Xxxxx X. Xxxxxxxxxx
-------------------------------------
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:
X. X. Xxxxxx 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
Xxxxxxx 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
Xxxx Xxxxx 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
X. Xxxx Price Associates, Inc.
December 11, 1992 Blue Chip Growth Trust
January 1, 1997 Science & Technology Trust
February 19, 1993 Equity-Income Trust (formerly
Xxxxxxx Sachs Asset Management, Value
Equity Trust)
Warburg Pincus Counsellors, Inc.
January 1, 1997 Emerging Growth Trust
Pilgrim Xxxxxx & Associates, Ltd.
January 1, 1997 Pilgrim Xxxxxx Growth Trust
Xxxx Xxxxx-Xxxxxxx International, Inc.
January 1, 1997 International Stock Trust
Xxxxxx Xxxxxxxx & Xxxxxxxx, 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/ Xxxx XxXxxxxx
-------------------------------------
Date April 7, 1997
CONNECTICUT GENERAL LIFE INSURANCE
COMPANY
By /s/ Xxxxx Xxxxxxxxxx
-------------------------------------
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 XX. 0 - XXXXX 0, 0000 (XXXXX XXXXXXXXXXX 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 XX. 0 - XXXXX 0, 0000 (XXXXX XXXXXXXXXXX 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:
XXXXXXX X. XXXXXX
VICE PRESIDENT, TREASURER AND CHIEF FINANCIAL OFFICER
NORTH AMERICAN SECURITY LIFE INSURANCE COMPANY
X.X. XXX 0000
XXXXXX, XX 00000-0000
PHONE NO. (000) 000-0000 (x253)
FAX NO. (000) 000-0000
XXXXXXX X. XXXXX, FSA
ASSISTANT VICE PRESIDENT AND ACTUARY
CIGNA REINSURANCE, R26
000 XXXXXXX XXXXX XXXX
XXXXXXXX, XX 00000-0000
PHONE NO. (000) 000-0000 FAX No. (000) 000-0000
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 XX. 0 - XXXXX 0, 0000 (XXXXX XXXXXXXXXXX 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/ Xxxxx X. Xxxxxxxxxx By /s/ Xxxx XxxXxxx 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:
X. X. Xxxxxx 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
Xxxxxxx 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
Xxxx Xxxxx 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
X. Xxxx Price Associates, Inc.
December 11, 1992 Blue Chip Growth Trust
January 1, 1997 Science & Technology Trust
February 19, 1993 Equity-Income Trust (formerly
Xxxxxxx Sachs Asset Management,
Value Equity Trust)
Warburg, Xxxxxx Counsellors, Inc.
January 1, 1997 Emerging Growth Trust
Pilgrim Xxxxxx & Associates, Ltd.
January 1, 1997 Pilgrim Xxxxxx Growth Trust
Xxxx Xxxxx-Xxxxxxx International Inc.
January 1, 1997 International Stock Trust
Xxxxxx Xxxxxxxx & Xxxxxxxx, LLP
January 1, 1997 Value Trust
January 1, 1997 High Yield Trust
Xxxxxxxxx
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/ Xxxxx Xxxxxxxxxx By: /s/ Xxxx XxXxxxxx
--------------------------------- -----------------------------------
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
X. Xxxx 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
Xxxx Xxxxx - Xxxxxxx International, Inc.
January 1, 1997 International Stock Trust
Xxxxxxxxx Investment Counsel, Inc.
May 1, 1999 International Value Trust
Xxxxxxxxx
October 1, 1997 Small Company Value Trust
Xxxxxx Xxxxxxx Asset Management, Inc.
March 18, 1988 Global Equity Trust
State Street Global Advisors
July 15, 1996 Growth Trust
Xxxxxx Xxxxxxxx & Xxxxxxxx, 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
Xxxxxxxx Xxxxxxxx
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
X. Xxxx 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
Xxxx Xxxxx - Xxxxxxx International,
Inc.
January 1, 1997 International Stock Trust
Xxxxxxxxx Investment Counsel, Inc.
May 1, 1999 International Value Trust
Xxxxxxxxx
October 1, 1997 Small Company Value Trust
Xxxxxx Xxxxxxx Asset Management, Inc.
March 18, 1988 Global Equity Trust
State Street Global Advisors
July 15, 1996 Growth Trust
Xxxxxx Xxxxxxxx & Xxxxxxxx, 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
Xxxxxxxx Xxxxxxxx
May 1, 2000 Tactical Allocation Trust
Munder Capital Management
May 1, 2000 Internet Technology Trust
Xxxxxxxx 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
