0001007286-10-000032 Sample Contracts

FUND PARTICIPATION AGREEMENT Great-West Life & Annuity Insurance Company First Great-West Life & Annuity Insurance Company Columbia Funds Variable Insurance Trust Columbia Management Advisors, LLC and Columbia Management Distributors, Inc. April 30, 2009
Fund Participation Agreement • April 16th, 2010 • Variable Annuity 1 Series Account • Massachusetts

THIS AGREEMENT, made and entered into as of this 30th day of April, 2009, by and among GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY (“GWL&A”), a Colorado life insurance company, on its own behalf and on behalf of its separate accounts listed on Schedule A (the “ GWL&A Accounts”) FIRST GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY (“First GWL&A”), a New York life insurance company, on its own behalf and on behalf of its separate accounts listed on Schedule A (the “First GWL&A Accounts”)(GWL&A and First GWL&A may be referred to herein individually or collectively as the “Company”); COLUMBIA FUNDS VARIABLE INSURANCE TRUST, an open-end management investment company organized under the laws of Massachusetts (the “Fund”); COLUMBIA MANAGEMENT ADVISORS, LLC (the “Adviser”), a Delaware limited liability company; and COLUMBIA MANAGEMENT DISTRIBUTORS, INC. (the “Distributor”), a Massachusetts corporation.

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FUND PARTICIPATION AGREEMENT
Fund Participation Agreement • April 16th, 2010 • Variable Annuity 1 Series Account • Delaware

This Fund Participation Agreement (the "Agreement"), effective as of 24th day of April, 2009, is made by and among Great-West Life & Annuity Insurance Company (“GWL&A”), First Great-West Life & Annuity Insurance Company (“First GWL&A”), (collectively, the "Company"), JPMorgan Insurance Trust (the Trust"), the Trust’s investment advisors, JPMorgan Investment Advisors Inc. and J. P. Morgan Investment Management Inc. (the “Advisers”), and the Trust's administrator, JPMorgan Funds Management, Inc. (the "Administrator”).

AMENDED AND RESTATED PARTICIPATION AGREEMENT AMONG MFS VARIABLE INSURANCE TRUST, MFS VARIABLE INSURANCE TRUST II, GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY, FIRST GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY, GWFS EQUITIES, INC. AND MFS FUND...
Participation Agreement • April 16th, 2010 • Variable Annuity 1 Series Account • Massachusetts

THIS AGREEMENT, made and entered into this ___ day of _______, 2009, by and among MFS VARIABLE INSURANCE TRUST, a Massachusetts business trust (the "Trust I"), MFS VARIABLE INSURANCE TRUST II, a Massachusetts business trust (the “Trust II”) (Trust I and Trust II each referred to, individually, as the “Trust” and, collectively, as the “Trusts”), GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY, a Colorado corporation (“GWL&A”") on its own behalf and on behalf of each of the segregated asset accounts set forth in Schedule B hereto, as may be amended from time to time (the "Accounts"), FIRST GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY, a New York corporation (“First GWL&A”) on its own behalf and on behalf of each of the Accounts set forth in Schedule B hereto, as may be amended from time to time (GWL&A and First GWL&A may be referred to herein individually or collectively as the “Company”), GWFS Equities, Inc. (“GWFS”) and MFS Fund Distributors, Inc. (“MFD”), a Delaware corporation. This Agree

FUND PARTICIPATION AGREEMENT Among GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY FIRST GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY Sentinel Variable Products Trust Sentinel Asset Management and Sentinel Financial Services, Inc.
Fund Participation Agreement • April 16th, 2010 • Variable Annuity 1 Series Account • Colorado

THIS AGREEMENT, made and entered into as of this ____ day of _______________, 2009 by and among GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY (hereinafter “GWL&A”), a Colorado life insurance company, on its own behalf and on behalf of its separate account(s) listed on Schedule B attached hereto (the “GWL&A Account(s)”); FIRST GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY (hereinafter “First GWL&A”), a New York life insurance company, on its own behalf and on behalf of its separate account(s) listed on Schedule B (the “First GWL&A Account(s)”); (the GWL&A Account(s), and the First GWL&A Account(s) may be referred to herein individually, or collectively as the “Accounts”) (GWL&A and First GWL&A may be referred to herein individually, each as an “Insurance Party,” or collectively as the “Insurance Parties”); Sentinel Variable Products Trust , a business trust organized under the laws of Delaware (hereinafter the “Fund”); Sentinel Asset Management, Inc (hereinafter the “Adviser”), a corporatio

AMENDMENT NO. 1 TO FUND PARTICIPATION AGREEMENT
Fund Participation Agreement • April 16th, 2010 • Variable Annuity 1 Series Account

THIS AMENDMENT TO FUND PARTICIPATION AGREEMENT is made as of this ___ day of __________, 2009, by and among GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY , THE PRUDENTIAL SERIES FUND, INC., THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, and PRUDENTIAL INVESTMENT MANAGEMENT SERVICES LLC. (collectively, the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement (defined below).

AMENDMENT NO. 1 TO FUND PARTICIPATION AGREEMENT
Fund Participation Agreement • April 16th, 2010 • Variable Annuity 1 Series Account

THIS AMENDMENT TO FUND PARTICIPATION AGREEMENT is made as of this ___ day of __________, 2009, by and among GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY (“GWL&A”), VAN ECK WORLDWIDE INSURANCE, VAN ECK ASSOCIATES CORPORATION, VAN ECK SECURITIES CORPORATION and CHARLES SCHWAB & CO., INC. (“Schwab”) (collectively, the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement (defined below).

FUND PARTICIPATION AGREEMENT TOUCHSTONE VARIABLE SERIES TRUST Dated May 1, 2009
Fund Participation Agreement • April 16th, 2010 • Variable Annuity 1 Series Account • Delaware

This Fund Participation Agreement (the "Agreement") is made by and among Great-West Life & Annuity Insurance Company, a Colorado life insurance company and its affiliate, First Great-West Life & Annuity Insurance Company, a New York life insurance company, (collectively referred to herein as "GWL&A"), each on its own behalf and on behalf of the segregated asset accounts listed on Schedule A ("Separate Accounts"), Touchstone Variable Series Trust, a Massachusetts business trust ("Trust"), Touchstone Securities, Inc., a Nebraska Corporation ("Distributor"), and Touchstone Advisors, Inc., an Ohio Corporation ("Advisor")

FUND PARTICIPATION AGREEMENT Among GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY FIRST GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY LAZARD RETIREMENT SERIES, INC. and LAZARD ASSET MANAGEMENT SECURITIES LLC
Fund Participation Agreement • April 16th, 2010 • Variable Annuity 1 Series Account • Colorado

THIS AGREEMENT, made and entered into as of this ____ day of _______________, 2009 by and among GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY (hereinafter “GWL&A”), a Colorado life insurance company, on its own behalf and on behalf of its separate account(s) listed on Schedule B attached hereto (the “GWL&A Account(s)”); FIRST GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY (hereinafter “First GWL&A”), a New York life insurance company, on its own behalf and on behalf of its separate account(s) listed on Schedule B (the “First GWL&A Account(s)”); (the GWL&A Account(s), and the First GWL&A Account(s) may be referred to herein individually, or collectively as the “Accounts”) (GWL&A and First GWL&A, along with GWFS, as defined below, may be referred to herein individually, each as an “Insurance Party,” or collectively as the “Insurance Parties”); LAZARD RETIREMENT SERIES, INC., a corporation organized under the laws of Maryland (hereinafter the “Fund”); and LAZARD ASSET MANAGEMENT SECURITIES LLC

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