0001193125-09-176439 Sample Contracts

PRINCIPAL UNDERWRITING and DISTRIBUTION AGREEMENT
Principal Underwriting and Distribution Agreement • August 17th, 2009 • PHL Variable Insurance Co /Ct/ • Connecticut

THIS AGREEMENT, made effective as of August 14, 2009, by and between PHL Variable Insurance Company (Phoenix), a Connecticut domiciled life insurance company, and Phoenix Equity Planning Corporation (“PEPCO”), a Delaware corporation.

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STRATEGIC ALLIANCE AGREEMENT
Strategic Alliance Agreement • August 17th, 2009 • PHL Variable Insurance Co /Ct/ • Connecticut

This agreement (“Agreement”), is entered into as of the date on which the Registration Statement is declared effective by the SEC (the “Effective Date”), by and among PHL VARIABLE INSURANCE COMPANY (“PHLVIC”), PHOENIX LIFE INSURANCE COMPANY, (“PLIC” and, together with PHLVIC, “PHL Variable”), PHOENIX EQUITY PLANNING CORPORATION (“PEPCO” and, together with PHLVIC and PLIC, the “PHL Parties”), and INVESTORS CAPITAL CORPORATION (“ICC”). Except as otherwise defined, capitalized terms used herein shall have the meanings given to them in Section 1 Definitions, below.

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