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Home My WebLink AboutC-2964 - Adminstration and Communications Services Agreementrouturerunds-rittl 0 APPLICATION FOR GROUP COMPENSATION ANNUITY CONTRACT Exact Name: City of Newport Beach (herein called the Group Policyholder) applies to Great -West Life & Annuity Insurance Company for a Group Deferred Compensation Annuity Contract (herein called the Group Annuity Contract) in the form of the copy attached to this Application. It is agreed that the Group Policyholder will accept the Group Annuity Contract when issued. Specify the effective date of the Group Annuity Contract: (which is not earlier than the first day of the year in which this Application has been made) Specify the name of the Deferred Compensation Plan: City of Newport Beach Deferred Compensation Plan This Group Annuity Contract is only available to policyholders whose Deferred Compensation Plan is an eligible State deferred compensation plan described in Section 457(b) of the Internal Revenue Code of 1954, as amended. The Insurance Company requires that a copy of the currently effective plan document accompany this application, for its information. PAYMENTS AND VALUES PROVIDED BY THE CONTRACT APPLIED FOR MAY BE VARIABLE AND NOT GUARANTEED AS TO DOLLAR AMOUNT. Group Policyholder's address P.O. Box 1768, 3300 Newport Blvd., Agent /Broker - Application Group Deferred Compensation Annuity G520 (7 -86) Title 0__ Great -West i nt a nran�i n insuwnce cu�wnxr P.O. Box 1400 Denver, Colorado 80201 err .. m4.id•.� po • Fa 0) a 01P'&IN:Mi40ILU . • C- 40 This Agreement is entered into among the City of Newport Beach (the "Employer "), The Great -West Life Assurance Company ( "Great -West Life ") and BenefitsCorp Equities, Inc. ( "BCE "). WHEREAS, the Employer represents it is eligible to and has established a Public Employee Deferred Compensation Plan (the "Plan") in accordance with Section 457 of the Internal Revenue Code of 1986, and as amended from time to time, and; WHEREAS, Great -West Life and BCE have offered to provide recordkeeping for the Calvert-Ariel Growth Fund, (the "Fund ") a mutual fund option, and the Great -West Life & Annuity Insurance Company ( "GWL&A") FutureFunds Contract ( "FutureFunds "), a variable annuity with both fixed and variable investment options, marketed by BCE to employees eligible to participate in the Plan as investment options under the Plan, and; WHEREAS, BCE has offered to provide employee communication and marketing services for the above investment options offered under the Plan; NOW THEREFORE, in consideration of the mutual covenants contained herein, the parties hereto agree as follows: 1 0 Section A. The employer agrees as follows: 1. The Employer authorized BCE to make available the FutureFunds contract and the Funds to all eligible employees. 2. Upon the effective date of this Agreement, the Employer appoints BCE as the employee communication and marketing services representative for Great -West Life, Futurefunds and the Funds. 3. The Employer agrees to provide representatives of BCE with reasonable access to employees on the work site necessary to fulfill the services listed in Section C of this Agreement. 4. The Employer agrees to assist in establishing dates, times, and the announcement of the group meetings referenced in Section C of this Agreement, and to assist in distribution of Plan and investment options promotional items listed in Section C. 5. The Employer will remit contributions directly to Great -West Life via wire or check, and submit contribution data for the investment options to Great -West Life via tape, "floppy" disk, turnaround document, acceptable payroll register, or via telephone transmission. 2 • i 6. The Employer agrees that in exchange for the record keeping and other services provided by Great -West Life and BCE, Great -West Life shall deduct the fees as described in the FutureFunds Contract, Group Policy Number 98310GP, and in Schedule A which is attached hereto and incorporated herein by reference. 7. The Employer acknowledges that Great -West Life and BCE, their agents, employees, officers successors and /or assigns, are not responsible for the investment performance of the Fund nor are they liable for the acts, errors, omissions of any employees, agents, officers, successors, assigns and /or investment advisers of the Fund or any other parties appointed by the Employer. Section B. Great -West Life agrees as follows: 1. To receive contributions from the Employer and forward such contributions for investment as directed in writing by the Employer. 2. Maintain individual records for each participant enrolled which shall include name, social security number, the specific amounts of each participant's current deferrals, investment options chosen, and other pertinent data necessary for the efficient administration of each participant's account. 3 3. To handle all participant inquiries regarding their accounts and their investment options, coordinate transfers among investment options and coordinate payments from the investment options. 4. To do all necessary tax withholding and reporting with respect to investment options BCE markets to the Plan. 5. To provide quarterly statements mailed directly to each participant's home address. 6. To provide quarterly summary Employer Reports. 7. To provide all forms and materials necessary to promote and administer the investment options. 8. To make such withdrawals as requested by the Employer and as provided in the Plan. Section C BCE agrees as follows: 1. To enroll eligible employees who elect to participate in the Plan into the investment options elected by such participants. 2. To provide group meetings as mutually agreed upon among the parties. 3. To provide individual counselling sessions for any employee upon request. 4 0 Section D 0 Any duties of Great -West Life herein set forth maybe assigned to GWL&A. The benefits and duties of this Agreement shall inure and devolve upon the successors and /or assignees of Great -West Life and BCE. Section E This Agreement will be interpreted in accordance with the laws of the State of California. Section F This Agreement is effective and will remain in full force and effect until terminated as follows: 5 0 9 1. Automatically upon the date the FutureFunds Contract, Group Policy Number 98310GP, as amended, or a successor contract, is no longer currently being offered to eligible employees under the Plan; or, 2. Upon cancellation by any party upon 90 days prior written notice by Certified Mail to the addresses herein. QAdk: City Attorney 0 The Great -West Life Assurance Company By: �GIM Manager. Public /Non - Profit Markets Title ' /90 Date • • ;... Englewood. Colorado 80111 BenefitsCorp Equities, Inc. By= Ti le 7/x'20 Address: 8505 East Orchard Road Enalewood, Colorado 80111 QOIN ID10im�I:� The Employer agrees that in addition to any fees or charges paid by the Employer pursuant to the FutureFunds Contract, Group Policy Number 98310GP and any modifications thereto, the following fees and charges associated with the Fund will be deducted from each participant account: 1. Contract Maintenance Charge. The Contract Maintenance Charge is declared to be $00.00. 2. Asset Management Fee. An Asset Management Fee of 1.25% annually of assets invested in the Funds will be deducted from each participant's Funds Account on a quarterly basis. 3. Contingent Deferred Sales Charge. The Contingent Deferred Sales Charge provision, including the Contingent Deferred Sales Charge Free Amount and all references to either or both are hereby waived on all participant surrenders or withdrawals as permitted under the Policyholder's Plan due to retirement, termination of service, or disability. 7 RI f This Schedule A is in affect as long as the Great -West Life & Annuity Insurance Company FutureFunds investment options and the Fund are the only investment options offered under the employer's plan and BenefitsCorp Equities, Inc. continues to act as the exclusive investment option marketer for the previously mentioned investment options. This Agreement may be modified at any time upon mutual consent of the parties. 6 C Date RK10640.per 11 The Great -West Life Assurance Company By: �G1itA �}�j .l9 &YL- Manager. Public /Non - Profit Markets Title izl'lk /go Date BenefitsCorp §qu it'es, nc. BY: j i�� Vic. d A -sales Title Date � �4ii • � M � 0 Notwithstanding the provisions of the FutureFunds Group Deferred Compensation Annuity Contract, Group Policy Number 98310GP, the contract modifications referenced below and attached hereto, are upon execution, hereby incorporated into Group Policy 98310GP: Exhibit "A" - FutureFunds Deposit Agreement Exhibit "B" - Letter Agreement Exhibit "C" - Cessation of Deposits Rider To the extent allowed by law, Great -West Life and Annuity Insurance Company agrees that if any ambiguity exists between the terms of the written proposal, a copy of which is attached and labeled Exhibit "D ", and Group Policy Number 98310GP, that the terms of Attachment D with respect to such ambiguity shall prevail. The Great -West Life & Annuity Insurance Coi an N-. Title � Date RK10643.per 0 • EXHIBIT "A" H' A• 11 C 1' VY1' •14 A Puturerunds Deposit =-eement The City of Newport Beach (herein called the "Group Policyholder "), hereby applies to the Great -West Life and Annuity Insurance Company (herein called the "Insurance Company ") to make a Single Deposit under the FutureFunds contract (herein called the "Contract "). The Group Contractholder and the Insurance Company acmawledge and agree as follows: 1. Unless duly executed and delivered as herein described, this deposit Agreement and the offering of the Deposit Agreement to this Group Policyholder will expire at 12:00 p.m. MST, July 2, 1990. The Deposit Agreement must be executed on or before 12:00 p.m. MST, and delivered to Insurance Company's U.S. Headquarters, Englewood, Colorado, on or before 12:00 p.m. MST, July 2, 1990. 2. The Group Contractholder agrees to remit to the Insurance Company a sI{le Deposit in the amount of $9,900,00.00 principally by St Ts ` `�, 1990. The individual account balances allocated to any of the following certificates of the Guaranteed Certificate Fund up to and including O 1990, will earn the following Credited Interest Rates: Effective Yield 84 Month Certificate 8.90% 60 Month Certificate 8.50% 36 Month Certificate 8.30% The Group Policyholder further acknowledges and agrees that in the event that the Single Deposit is not made as specified above, it agrees to reimburse the Insurance Company for losses it has incurred or will incur in issuing the Deposit Agreement, including losses associated with the guarantees of the Deposit Agreement. The amount of the losses shall be determined by the Insurance Company. The Group Policyholder will make payment of the reimbursement due to the Insurance Company within 30 days of the date the Group Policyholder receives written notice from the Insurance Company that payment is due. 4 0 0 This Deposit Agreement shall become part of the Group Annuity Contract, Policy Number 98310GP, when executPA- The Great -West Life & Annuity Insurance Company Ice Name v, p. , ��M Title V)gZ11. Date RK10642.per ME Finance Director Title June 29, 1990 Date an s • EXHIBIT "B" • Great -West Life & Annuity Insurance Comoanv Letter Aareement Notwithstanding the provisions of the Great -West Life & Annuity Insurance Company FutureFunds Contract, Group Policy Number 98310GP, the Great -West Life & Annuity Insurance Company (hereinafter called "The Insurance Company ") and the City of Newport Beach (hereinafter called the "Group Policyholder ") agree to the following clarifications and modifications of said contract issued by The Insurance Company. 1. Contract Maintenance Charge - The Contract Maintenance charge to be deducted is declared to be $00.00 per year. 2. Asset Management Fee - The Asset Management Fee to be assessed against Guaranteed Contract Values is declared to be 0.00$. 3. Contingent Deferred Sales Charge - The Contingent Deferred Sales Charge provision, including the Contingent Deferred Sales Charge Free Amount and all references to either or both are hereby waived on all participant surrenders or withdrawals as permitted under the Group Policyholder's Plan due to retirement, termination of service, or disability. 4. Transfer Charge - the Transfer Charge of $10.00 has been reduced to $0.00. This agreement is in effect as long as the Great-West Life & Annuity Insurance Company FutureFunds investment options and the Calvert -Ariel Growth Fund are the only investment options offered under the Policyholder's plan, and BenefitsCorp Equities, Inc. continues to act in its capacity as the exclusive marketer for the previously mentioned investment options. This agreement may be modified at any time upon mutual consent of both parties. Great -West Life & Annuity Insurance Company By I 1 /C Date C 0 Title V A,, ��i 1.Rtu•o 10 f EXHIBIT "G"' CESSATION OF DEPOSITS RIDER Notwithstanding the "Option on Date of Cessation of Deposits" Subsection of the "CESSATION OF DEPOSITS" Section of Group Deferred Compensation Annuity Contract, Group Policy Number 98310GP, the following will apply: OPTIONS ON DATE OF CESSATION OF DEPOSITS Upon declaring the Date of Cessation of Deposits for all Guaranteed Sub - Accounts or upon receiving notice of its declaration by the Company, the Group Policyholder may by Written Request Elect one of the following Cessation Options. If the Group Policyholder has not Elected a Cessation Option within 30 days of the Date of Cessation, Cessation Option (1), will be deemed to have been Elected. CESSATION OPTION (1) Maintenance of Each Participant Annuity Account Value: The Company will maintain each Participant Annuity Account Value until it is Applied or paid under the Group Annuity Contract. CESSATION OPTION (2) Installment Settlement of Participant Annuity Account Values: The Company will pay the sum of the Variable Contract Values in respect of participants as of the Date of Cessation of Deposits to a person designated in writing by the Group Policyholder as the successor insurer of the Plan or to the Group Policyholder within 30 days of the date the Cessation Option is Elected. The Company will pay the sum of the Guaranteed Contract values in respect of participants as of the Date of Cessation of Deposits to a person designated in Writing by the Group Policyholder as the successor insurer of the plan or to the Group Policyholder in 20 equal quarterly installments. The amount of the installments will be the amount determined by the Company on the date of the first such payment, but not less than $514.80 for each $10,000 of Guaranteed Contract Values. The first payment will be made 30 days after the date the Cessation Option is Elected. CESSATION OPTION (3) Certificate Maturity: The Company will pay the sum of the Variable Contract Values and Daily Interest Guarantee Fund in respect of participants as of the Date of Cessation of Deposits to a person designated in writing by the Group Policyholder as the successor insurer of the Plan or to the Group Policyholder within 30 days of the date the Cessation Option is elected. In no event will the payment be reduced by a withdrawal charge. The Company will pay the book value of each certificate in the Guaranteed Certificate Fund as they reach maturity to a person designated in writing by the Group Policyholder as the successor insurer of the Plan or to the Group Policyholder. In no event will the book value be reduced by a withdrawal charge. Dated at Denver, Colorado yIp •, 1990 by the Great -West and Annuity Insurance Company. The Great -West Life & Annuity Insurance Company Ci of NewDort Name Name Title Title Date Date RK10658.per AP r AST M; ado- City y 4. (Exhibit D) CITY OF NEWPORT BEACH A Deferred Compensation Proposal. Prepared By The Great -West life Assurance Company EXHIBIT ll Great -West Life t =.1988 The. 41m. at P's[ Life AxSuranrv, Company .w City of Newport Beach Deferred Compensation Proposal i Great -West is offering the following choice of C kuwTnteed Fund options: • Three Guaranteed Certificate Fund Options offering short, mid and long term interest rate guarantees. • A Daily Interest Guarantee Fund offering short -term interest rates. Guaranteed Certificate Fund Rates Each contribution to the Guaranteed Certificate Furd creates a certificate which has its own interest rate and maturity date. The term of the certificate (e.g., 36 month term, 60 month term, etc.) may vary from time to time depending on the terms being offered by Great West Life & Annuity. The interest rates applicable at the time the contribution is deceived will apply until the certificate maturity date. The current interest rate will vary by (a) the Guaranteed Fluid selected and (b) the term of the Guaranteed Certificate. The current interest rates are as follows: Bonus Interest Guaranteed Ongoing Guaranteed Effective nrrd Rate MMNj r Rate through Rate Guaranteed certificate Fluid 84 -tenth certificate 9.96% June 30, 1991 8.56% June 30, 1997 8.81% 60 month Certificate 9.06% Jute 30, 1991 8.21% June 30, 1995 8.41% 36 -month certificate 8.71% June 30, 1991 7.86% JUM 30, 1983 8.21% The rates quoted are guaranteed until noon Mountain Standard Time on June 12, 1990. Updated rates will be provided as frequently as requested. Although the interest rates quoted for the Guaranteed Certificates may initially change daily, the Credited Bonus and Ultimate Rates in effect at the time of deposit are guaranteed for the term of the certificate as illustrated above. 1 Great -West Life @71888 The Creani tSf L&.A.tturanee CnmlrenY 0 r - L 0 The current interest rate applicable to all assets of the Daily Interest Guarantee F1rrld is currently 8.40 %. This rate may charge daily, but on an annual effective basis will not be less than the contractually guaranteed interest rate of 4 %. Once a new current rate is declared, the new interest rate will apply to all assets in the Daily Interest Guarantee Fund. a. What would the floor guarantee be? The minimim, contractually guaranteed interest rate will be 4$, guaranteed for the term of the contract. On new aoo=tts with sizeable plans assets such as the City of Newport Beach, the initial rates for the certificate fund will change daily until a deposit agreement is signed. Once a deposit agreement is signed, the rates are guaranteed for all deposits received up to 90 days. However, once a new case has been sold, our current policy is to declare on -goirg current interest rates on a quarterly basis. Current rates for the Daily interest Guarantee Fund are declared quarterly. c. When would interest aocnie? Interest is compounded and credited daily under all guaranteed fund options. Based on the assumption that Great -West Life is selected as the City of Newport Beach's exclusive guaranteed and variable investment option provider we have reduced our standard contract charges to $0.00 as described below: Annual Reoor&aepirg Fee $0.00 Surrender Fee 0.00$ Fixed Asset Management Fee 0.00$ Transfer Fee $0.00 2. Collateralization of funds to what limit? Great -West Life policyholders are protected stability of a company that currently has maintains a capital and surplus ratio in excess 2 by the faith and financial over $18.9 billion in assets and of 7.3% G— Great -West Life t IgILKThei; mat Ren Uh-Aa unuur Cun11QnY Reserves for all of Great -west Life's government FutureRu -4s policyholders are established equal to the amount of all participant account balances at any point in time for this group of clients. Great -west also reserves an additional 3.75% in reserves to further ensure that our financial obligations to our clients will be met. Further, as the following chart indicates, Great -West life maintains a Capital & Surplus ratio which is significantly higher that the industry average. Capital & Surplus is one of the most important measures of the financial health of any insurance oompany and represents the amount of assets which are held over and above the amount of assets required to meet present and future obligations of contractholders. 1 �M�yI:.Y- Great -West Life 7.6% New York Life 5.9% Travelers 4.8% C ruacticut General 4.6% Nationwide 4.2% John Hancock 3.9% Metropolitan 3.7% Safeco 3.4% New England Life 3.2% Principle Financial 3.2% Prudential 3.2% Aetna 2.8% Equitable Life Assurance Society 2.5% 3. Ability to invest in a variety of options. In addition to the guaranteed fund options previously described, Great -west Life would propose to use its FutureFluds package of variable options which includes the following: In addition, Great -west is also offering a mutual fund option with socially responsible investment policies, called the Calvert Arie1 Growth Fund. 3 Qw Great -West Life 1.488 The Great Mlsi Lik As Uu vCOM[UnY a. CJ w� • �,- - �- -•- ems Following is a description of the fees associated with the proposed variable fund options. Please note tbat the following variable flund expenses are not assessed against individual participant accounts. They are assessed against total variable find assets prior to establiSbWAMt of the unit values and therefore will »l_t appear as an expense an participant statements. Mortality and Emense Risk 03AM There is a Mortality and Expense Risk Charge of 1.25& of variable assets per year that is detected frao the daily net asset value. Investment Advisory Fees The Investment Advisor Fees for each variable in vestmEnt option are as follows: Growth Bond Money Market 0.50% on lst $100 million, 0.40% thereafter 0.40% on 1st $100 million, 0.25% thereafter 0.25% on all assets General Fund Administration Expenses which include expense of portfolio transactions, shareholder servicing costs, pricing costs, director's fees, legal expenses, and some taxes are borne directly to the fund. The cost of General Ftud Administration Expenses plus Advisory Fees will currently not exceed 1% of assets. ..� M1•. •.N• S ming IRDVI >. PI- •. Please refer to the enclosed FVu a eRLunds prospectus for additional information. 4 Great -West Life €IMMT Greco -West LA A.ssurantw Company .I on a quarterly basis an administrative fee equivalent to an annual amount of 1.25% will be deducted from each participant account. The Investment Advisor receives an annual fee of 0.25$. of the Fund's average daily net assets and the Investment Manager reoaives an annual fee of .40% of the average daily net assets. These fees are netted from the average daily net assets prior to determining the daily yield or price per share. Under Rule 12 b-1, the Fund pays an annual fee associated with the distribution of its shares, not to exceed 0.30% of the funds average daily net assets. This fee, like other fees and expenses charged by the Calvert-Ariel Growth Fund, is deducted before caul puting the net asset value and total investment return. The front -end sales load described in the enclosed prospectus has been waived for Great -West Life and BenefitsCOip Equities, Inc. clients. :.._ iq. •. -r. 1. a�. -ate .., - (as a percentage of average net assets) Management Fees .65% Rule 12b-1 Fees .25% Other E -Dees .51% Fund Operating Expenses 1.41% Please refer to the enclosed Calvert Ariel Growth Fund prospectus for additional information. Y The participant may transfer funds within and between the Great -West Life FutureRinds Daily Interest Guarantee Fund and variable options and the Calvert - Ariel Growth Fund at any time at nn charge. Certificates may be transferred at certificate maturity, also at no charge. There is no restriction on the number of transfers. Further, there is no requirement in terms of. minimum or maximum transfer amounts. 5 Q^.- Great -West Life (L` I UXtl The Great W si Life A4m:uu-e Caugniny 4. Allow for Plan to Plan transfer within the State of California a. Transfer cost. Yes_ No X b. If yes what is the cast? N/A 4• - • . - 1.2._ _ . - u Withdrawals are generally processed 5-10 working days after the date the withdrawal request is received at Great -West Life's corporate headquarters in Englewood, Colorado. CV.,R_ • . .,FFS W _ . - .. . _. WTIPIS ••• -i .. - • w • _�••• c_r. Yes. Great -West will provide the City with a onrquter generated "tturiaruuid document" as often as contributions are submitted. This document provides the City with a confirmation of contributions received. It may also be used as the next contribution report by merely marking any additions, deletions or changes an the document and returning it to Great -West with the next deferral.. Quarterly summary reports will be provided to the City which summarize the data on all participants' R&ureFunds and Calvert Ariel Growth Fund statements as well as overall plan activity. A sample has been included. b. Individual ouarterly to participant? Yes. A Quarterly Report Stammary for FUtureFluds and the CalvertAriel Growth Fluid will be mailed directly to participants. This informs them of the following: Beginning and ending balances All fixed and variable transactions that occurred during the month, including contributions Interest or change in value Transfers and surrerders for each of the FlxtureFW-4s guaranteed and variable funding options for the quarter 6 Great -West Life i' 1!fNri Tne frcat N'es[Lite Assueunr(UOIm>an$ 0 0 Additionally, the participant's total contributions to -late (less surrerilers) is shown. The Quarterly Report will also provide notification to the participant of certificates in the Guaranteed Certificate Fund which are due to mature at the end of the subsequent calendar quarter. A omplete description of the Great -West Life nxturepunds investment option package is also enclosed. In addition to providing additional details on the proposed investment options, we have also included a description of the administrative and employee cemmrnicaticn services which would also be provided to the City of Newport Head at no additional charge to the City or its participants. 7 Great -West Life 61 W8 Th,- Great Kist Ld- A.,suretve fmnf any Sane of the Southern California public employer clients for which we provide investment products, administrative services and employee omm nication services include the following: Ms. Mary Timer, City Treasurer 200 South Anaheim Boulevard Civic Center, Second Floor Anaheim, California 92802 (714) 999 -5117 2. City of Torrance Mr. Mamas Rupert, City Treasurer 3031 Tbrranoe Boulevard Torrance, California 90503 (213) 618 -5936 Ms. Cheryl Johns, Chairperson Deferred Cmpensation Committee 11222 Acacia,Parkway Garden Grove, California 92642 -3005 (714) 971 -6200 �' a �•u.i- _ - :. Mr. Richard Reese, Director of Finance 505 Forest Avenue Laguna Beach, California 92651 (714) 497 -3311 Mr. Mark Flannery Director of Personnel & Fhployee Relations City Hall, 303 West Gt wrwealth Avexm Fullerton, California 92632 (714) 738 -6360 (}a Great -West Life �: IR" ni • Gnat West fJf - Assumtve Cnngrany Mr. Jerry Rivera Finance Dqmrbnent City Hall, 3900 Main Street Riverside, California 92532 (714) 782 -5749 7. City of JFouantain Valley MS. Elizabeth Fox Fiscal Services Manager or Mr. Michael Sole Acocuntant 10200 Slater Avenue Fountain Valley, California 92728 (714) 965 -4400 8. City of Santa And Ms. E. Charlene Hunter Payroll Accounts Manager Finance Department 20 Civic Center Plaza Santa Ana, California 92701 (714) 647 -5421 Mr. Larry Wagenbacii Aoc mtirkg Operations Supervisor City of Burbank 275 East Olive Drive &u:'bank, California 91510 (213) 953 -9600 9 Q^m Great -West Life £ 7SSiRThe front W'es�Lifi. {ssurua+G�n{wny • i (Exhibit D Continued) TABLE OF CONTENTS Introduction - How Section 457 Makes FutureFunds Possible .Section I GREAT -WEST LIFE'S FUTUREFUNDS PROGRAM: HOW IT WORKS WITHIN A DEFERRED COMPENSATION PLAN - Offers Your Employees Their Own Savings Portfolio - Up To Eight Ways To Invest Contributions - A Variety Of Ways To Receive Accumulated Benefits Section II RATES OF RETURN & PLAN EXPENSES Section III ENROLLMENT /COMMUNICATION SERVICES Cr— Great -West Life :' I:IrLV Thv l;rrit \t'•sl Lni•: \snnm.•/'nnq.�ny 0 i.... Section IV ADMINISTRATIVE /REPORTING SERVICES - The FutureFunds Computer System - Accurate, Convenient Methods Used To Process Contributions - Quarterly Reporting Keeps You And Your Employees Up To Date - Other Documents And Reports Section V GREAT -WEST LIFE AND THE DEFERRED COMPENSATION MARKET - Corporate Profile - Financial Profile - Great -West & Deferred Compensation - Reference List 0-M Great -West Life T 19Fe The Gwat%iat WeAssuruiee Cnml'amv • i INTRODUCTION Employers know that the ideal retirement program should offer employees the ability to individually tailor their long -term savings portfolios to their own personal needs, without having to cope with the complexity of dealing with a number of different financial institutions. In response to the Public Employee marketplace's demand for a wider choice within a single benefit package, Great -West is offering a tax deferred, multiple fund program called FutureFunds. This long -term savings program provides plan participants with the opportunity to choose from several different investment options while saving for their retirement years. The FutureFunds program, coupled with the Company's significant experience and respected reputation within the long -term savings plan arena, has made Great -West a recognized leader within the Deferred Compensation market nationwide. Cr- Great -West Life .? I!lriA The Greg \Gsl Wv Assuramv Cuupwnp • �i HOW SECTION 457 MAKES FUTUREFUNDS POSSIBLE Great- West's FutureFunds program takes full advantage of saving on a before tax basis under Section 457 of the Internal Revenue Code, which states that employees of city, county, and state level governments may participate in a Deferred Compensation plan that allows them to defer up to $7,500 of their salary annually, thereby reducing their taxable income. Here is an example of how participation in an I.R.C. Section 457 Deferred Compensation plan promotes savings and actually increases a plan participant's net spendable income while decreasing taxes: *Based on married individual filing a joint return for 1987, standard deductions. * *Interest earned on this savings is taxable now. We are confident that the following pages will indicate how FutureFunds can offer you and your employees solid, innovative methods for maximizing the benefits of a Deferred Compensation plan. Great -West Life r 1!O8T1teliftW%%rt Lib Assnrdmro Couyalny With Without Tax Deferral Tax Deferral Annual Salary $20,000 $20,000 Deferred Income 2,400 -0- Taxable Income 17,600 20,000 *Federal Tax 2,070 2,592 Conventional Savings -0- 2,400 ** Net Spendable Income $15,530 $15,008 Tax Savings $ 522 -0- *Based on married individual filing a joint return for 1987, standard deductions. * *Interest earned on this savings is taxable now. We are confident that the following pages will indicate how FutureFunds can offer you and your employees solid, innovative methods for maximizing the benefits of a Deferred Compensation plan. Great -West Life r 1!O8T1teliftW%%rt Lib Assnrdmro Couyalny • 1 i GREAT - WEST'S FUTUREFUNDS PROGRAM: HOW IT WORKS WITHIN A DEFERRED COMPENSATION PLAN Great- West's FutureFunds program has been designed to play an ongoing role in maximizing the Deferred Compensation benefits of plan participants throughout their long -term savings /retirement planning process: (A) FutureFunds serves as a long -term savings vehicle which offers each participant an individual, confidential account that is maintained much like a savings account at a bank or other financial institution; (B) FutureFunds offers plan participants an opportunity to increase the current value of their deposits and contributions by offering both guaranteed and variable - return investment options; (C) FutureFunds also provides the participant with the selection of over 11 different ways to receive accumulated benefits upon retirement and - -in accordance with federal legislative requirements- - offers a number of different methods of withdrawing accumulated funds before retirement. C? w- Great -West Life I 48 Thk' Gre:p AG :q Life Assumnev Company. 0 (A) FUTUREFUNDS OFFERS YOUR EMPLOYEES THEIR OWN SAVINGS PORTFOLIO More than 150,000 individuals throughout the U.S. currently utilize Great - West's FutureFunds program to save for their future, yet it is also designed to be sensitive to the present day financial circumstances of each individual. FutureFunds accommodates the fact that a person's needs and goals may very well. change throughout their retirement planning process. To ensure that FutureFunds can respond most effectively to change, all participants are offered their own long term savings portfolio that can be tailored to their personal financial circumstances and savings objectives and changed as needed - -from the beginning to the end of their working career. Like savings accounts at banks, FutureFunds allows participants to control the growth and activity associated with their FutureFunds account. For instance, participants may change or redirect their future contributions at any time, and transfers among the varying options can be initiated to maximize their investment objectives. . •Ia Employee contributions can be made to their FutureFunds account in any amount affordable. THERE IS NO MINIMUM PARTICIPANT DEFERRAL REQUIREMENT. To illustrate how quickly savings can accumulate, the following table illustrates a monthly contribution of $200 compounded with 9% interest. zr you begin Saving at Age 30 35 40 45 50 Will Have Accumulated $542,612 342,876 213,062 128,691 73,856 Your Paycheck $84,000 72,000 60,000 48,000 36,000 No penalties or charges will be incurred should the employee temporarily discontinue his /her contributions. Great -West Life a". I Be:i The e!mat W -si Life A111MI4Y Conquuty 0 • Transfers Great -West makes transfers of accumulated deposits to certain investment options possible, allowing participants to change their investment strategy under certain circumstances. Please review the.section titled "Guidelines for Transfers" for a comprehensive description of when transfers are possible. Withdrawals A deferred compensation plan is designed as a long -term savings plan that offers participants special opportunities to defer taxes on earnings and contributions. Therefore, there are federally mandated withdrawal limitations associated with deferred compensation plans such as FutureFunds. Employees may withdraw without penalty at: - Death - Disability - Retirement - Termination of Service - Hardship Q-a Great -West Life JIM8 The C, a Wi•si Life AssuraiivComlQny • i (B) FUTUREFUNDS CAN OFFER YOUR EMPLOYEES UP TO EIGHT WAYS TO INVEST CONTRIBUTIONS FutureFunds can offer your employees a diverse package of investment options that includes four guaranteed interest return and three variable interest return options. Each is designed to achieve specific financial results, but with varying degrees of risk. Your employees choose the options that best fit their investment strategy and long term goals. The guaranteed options provide plan participants with an opportunity to earn a favorable return on their investment with an interest rate which is guaranteed for a period based on the term selected The variable funds do not earn a guaranteed rate of interest, but do offer the potential for a higher return while maintaining complete liquidity. Investments in the variable funding options are subject to market fluctuations. The FutureFunds package of investment options includes the following: Four Guaranteed investment options Daily Interest Guarantee Fund 36 -Month Short -Term Guaranteed Certificate 60 -Month Mid -Term Guaranteed Certificate 84 -Month Long -Term Guaranteed Certificate Four variable Options Money Market Fund Bond Fund Growth Fund Calvert -Ariel Growth Fund Great -West Life 19MTWUreartMb l Uh4 AVU MIMIC- lWy Daily Interest Guarantee Fund * This guaranteed investment option is designed for participants who want the maximum degree of choice and liquidity in their investments. * By investing in the Daily Interest Guarantee Fund, participants can earn current short -term interest rates without having to "lock up„ their funds for any period of time. * Interest is credited daily, based on short -term interest rates that can change daily. However, the credit rate is guaranteed to be not less than 4% per year. * Offers complete liquidity to transfer to other FutureFunds options. Short, Medium and Long -Term Guaranteed Certificate Funds * Participants can choose from short, medium and long term certificates, which are currently 36, 60 and 84 months in length, respectively. * Each deferral creates its own certificate and is credited with new money rates in effect at the time the deferral is received by Great -West at its Headquarters in Denver. * Great -West is also offering a special Bonus Interest Rate which will apply to all deferrals made in 1989 to any of the certificates. * Similar to a Certificate of Deposit (CD) available through a bank which offers a guaranteed interest rate if contributions are left in the plan for a set period of time. (More) 0_- Great -West Life (9 19881"he On•al Nisi n...jwy * Designed for participants who want safety and potentially higher interest returns from longer -term investments. * Guarantees longer -term interest rates which may be higher than the current short -term interest rates offered by the Daily Interest Guarantee Fund. * At maturity, participants share the opportunity to reinvest their money in a new Guaranteed Certificate or transfer to other funds. * The credited interest rate can be changed daily, but is guaranteed to be not less than 4% per year. 0—M Great -West Life v IBNN Thr Gmal4tbs Lilir dssurmrtr Cnngrany Money Market Fund * Preserves capital and maintains liquidity while taking advantage of the highest possible yields through investments in short -term corporate and government securities. * This Fund is managed by The Great -West Life Assurance Company. * The value of the fund can change daily. Bond Fund * Provides the highest possible current income, while assuring the primary goal of protecting capital. * Investments are made in securities issued by the U.S. government and medium to high quality corporations. * The value of the fund can change daily. Growth Fund * Primary objective is to maintain long term capital growth through investing largely in the common stock of leading companies. * Performance of investment is based on the value of the stock, which may rise or fall with the stock market. * Offers a greater chance for investment growth as well as investment loss. * The investment management firm of 1838 Investment Advisors has been selected by Great -West Life as the sub - advisor to this fund to provide specialized management expertise. * The value of this fund can change daily. G-M Great -West Life (E MM The Great Wsi Lifr:%ssunncrC,,mpany CALVERT -ARIEL GROH FUND 6 On a quarterly basis an administrative fee equivalent to an annual amount of 1.258 will be deducted from each participant account. The Investment Advisor receives an annual fee of 0.258 of the Fund's average daily net assets and the Investment Manager receives an annual fee of 0.408 of the average daily net assets. This fee is deducted from the total fund balance prior to the establishment of the share price or net asset value. Under Rule 12 b -1, the Fund pays an annual fee associated with the distribution of its shares, not to exceed 0.308 of the funds average daily net assets. This fee, like other fees and expenses charged by the Calvert -Ariel Growth Fund, is deducted before computing the net asset value per share and total investment return. CALVERT -ARIEL GROWTH FUND EXPENSE TABLE Shareholder Transaction Expenses Sales Load Imposed on Purchases None (as a percentage of offering price) None Sales Loan on Reinvested Dividends None Deferred Sales Load None Redemption Fees None Exchange Fee None Annual_ ,Fund f»eratin2Exvenses_- Fiscal Year 1988 (as a percentage of average net assets) Management Fees 0.658 Rule 12b -1 Fees 0.178 Other Expenses .748* Total Fund Operating Expenses 1.568* (* after expense reimbursement) All returns shown under the heading "Fund Performance" have already been reduced by all of the above fees. BENEFIT PAYMENTS At the time of retirement, termination of service, death or disability, a participant or beneficiary may elect either a lump sum withdrawal or an annuity settlement option. Participants also have the option of transferring their Calvert -Ariel Growth funds to Great -West Life and purchasing any annuity option that is available at that time. LUMP SUM WITHDRAWALS' A participant may elect a lump sum withdrawal from the Calvert - Ariel Growth Fund without penalty or charge. 0-M Great -West Life I tins The 6mat %V-si life Acsunu'1, , 0imIWY 0 • Guidelines For Transfers The value of the Daily Interest Guarantee Fund and the three variable funds (Money Market, Bond, Growth) are available for transfer at any time. All or part of the value of these funds may be transferred, regardless of how long the funds have been in the account. Transfers from the Guaranteed Certificate Funds are available at the maturity of the certificates. At this time, they may be: Transferred to the Daily Interest Guarantee Fund Reinvested into another Guaranteed Certificate Fund at the declared current interest rate Transferred to any of the four variable funds Transfers may be made by phone or in writing as often as the participant desires. TBLEPHONH TMOTER8 FutureFunds offers the availability of telephone transfers between Great -West investment options. This easy and convenient service allows participants to transfer funds between various options quickly. It also provides easy access to account information, and to take advantage of the many investment options offered. "TouchTalklf This Interactive Voice Response system is designed to provide participants greater access to their Deferred Compensation accounts. Using a touch -tone phone, participants can inquire about their account balance, interest rates and unit values directly from the computer. At any time during the call, however, the participant can gain access to a Client service Representative. Great -West Life f.f:?lW'ITeGn- u�N1�s� LIfP TSSnnurr Om�pany (C) A VARIETY OF WAYS TO RECEIVE ACCUMULATED BENEFITS Great - West's FutureFunds program is designed to play a continuing role throughout your employees' retirement years. Retirement Benefits FutureFunds offers over 11 different settlement options under which each participant can receive retirement benefits. These may be paid as either fixed or variable payments depending upon the participant's preference. Available options include the following: 0) 2) Guaranteed Annuities Payments made over the participant's lifetime Payments for a specified period Joint and survivor benefits A combination of the above, or Others acceptable to Great -West 3) Variable Annuities Lifetime variable annuity income Lifetime variable annuity income with payments continued to the beneficiary in the event of the participant's death Joint /survivor variable annuity income options payable to the participant or spouse for as long as either is living Installment payouts for a period of years A combination of the above, or Others acceptable to Great -West. Great -West Life C? 19M The Gmal west Life A35U an10 Company eath Benefit Guarantee Fob Variable Funds in order to avoid the risk of loss at a time when the market is in a down cycle and a death benefit is payable, FutureFunds offers a unique benefit. Assuming that a settlement option has not been selected by the annuitant at the time of death, should death occur after age 70, the death benefit is equal to the total account balance. If death occurs prior to the age of 70, the death benefit is the greater of: - total contributions less any withdrawals, or - total of participant's account balance. Beneficiaries may elect payment in a lump sum or may purchase an annuity.option from the list on the previous page. Ca-M Great -West Life r; I!mA The Gn,it %V si Life asst,mn,v Cinnyany 0 0 ENROLLMENT /COMMUNICATION SERVICES Every individual participating in FutureFunds is the key decision maker behind this plan designed to help them save for their future. The enrollment /communication services offered to you and your employees by Great -West alongside the FutureFunds program are designed on this basic premise: Making the right long -term financial decisions requires a good understanding of the issues, options and benefits made available to an individual launching and /or maintaining a savings account. The services offered participants on how they assist them in a variety of their savings proce FutureFunds package has employees the following: by Great -West educate FutureFunds can get the most out of their plan and of different ways throughout all stages :ss. That is why this facet of the been designed to offer you and your (A) A specialized employee benefit /communication organiza- tion called Benefits Communication Corporation which offers expertise in the education, enrollment, and ongoing communications responsibilities associated with a tax - deferred, long -term savings plan such as FutureFunds. (B) Services to ensure a smooth enrollment process. (C) Ongoing methods of educating and communicating with plan participants throughout their savings process. Cr Great -West Life iP 1988 The GreacNeet Life dasumnee Comp:my 0 0 (A) BENEFITS COMMUNICATION CORPORATION Great -West Life utilizes Benefits Communication Corporation (BenefitsCorp), a wholly -owned subsidiary, to handle all enrollment and plan communication to your employees. A BenefitsCorp team of licensed full -time salaried Professionals have been trained to assume the primary role in the enrollment of your deferred compensation plan, and continues its role by educating and counseling your employees on a consistent basis throughout their years of participation under FutureFunds. Assistance is also provided to ensure the smooth handling of such ongoing plan activity as service requests, inquiries, plan questions, benefit payouts and tax withholding options. BenefitsCorp representatives are also available to handle all investment questions concerning their FutureFunds account and discuss strategic alternatives based on each individual participant's savings goals. 0-M Great -West Life F 1988 The umal Ueul.ifr dssuran, 0mijunp (B) THE BENEFITSCORP DEFERRED COMPENSATION ENROLLMENT SERVICE PACKAGE. Personnel from BenefitsCorp specializing in 457 plans will handle all enrollment and communication functions through the use of the following four -step program: Stev i Planning Session a. Develop /review written and audio /visual materials. b. Schedule department head and participant meetings. c. Preview presentation for employer. d. Announcement materials for use by employer. e. Administrative procedure review. Stet) 2 Department Head Meetings a. Explain program. b. Preview presentation and materials. C. Explain procedure for department meetings. d. Distribute departmental group meeting schedule. e. Answer questions. f. Advance sign -up for department heads. CrM Great -West Life fJMR The Gu•:uNi•si LJ�•dssuramxd'onyiany Step 3 Group Presentations a. summary of program and 457 guidelines for groups of 15 -20 employees. b. Investment option summary (if applicable). C. Distribute sign -up material. d. Individual counseling on request. *e. Payroll comparison. *f. Maximum limits /catch -up. *g. Benefit projection computer. * generated on -site through use of our exclusive portable 457 computer information system. Step Attendance Report a. summary of enrollment results, meeting attendance and waivers. b. Service audit of communication results. Great -West Life F LdRT1u: lima, bNbsi Lit : \ >suru�rr lbugmpy (C) • • ONGOING EDUCATION /COMMUNICATION SERVICES Periodic Mailings & Newsletters Participants . are kept abreast of information concerning their FutureFunds plan (i.e., product enhancements, tax updates concerning their plan, Great -West background and statistics, etc.) with easy -to -read pocket brochures or newsletters sent with their quarterly statements. Annual Reviews All FutureFunds participants are scheduled for a review which usually take place in the summer or fall each year. Great -West sends a postcard to each participant so a meeting may be scheduled to discuss their account and review their long -term goals. To help participants better understand how they can maximize their opportunities of saving in a tax - deferred plan, Great - West can schedule workshops that offer your employees information such as planning tips, savings trends associated with pre -tax plans, and the bottom -line benefits of saving over the long term. Upon request, Great -West can also incorporate other issues that may be directly related to your plan or region of the country. ()— Great -West Life tF. 1441 The OwwW91 Life A.+UM er COMNIIy • i Retirement Planning Seminars Like the Tax Planning workshops, Great -West can tailor Retirement Planning seminars to the needs of your employees. These seminars discuss such topics as saving for an early retirement, how to invest savings based on personal needs, or how to select the right annuity package. Great -West can tailor these seminars to address audiences interested in either long -term retirement planning or short -term planning for those retiring within five years. Toll -Free Customer Service Phone Lines FutureFunds participants can always receive additional information concerning their account by merely picking up the phone and calling the Great -West Client Service Center in Denver, Colorado toll -free. The FutureFunds "RateLine" offers recorded updates on interest rates for the guaranteed investment options and and the latest unit values for.the variable investment options The FutureFunds "AnswerLine" enables participants to speak directly with fully licensed service representatives who can handle any phone transactions, provide account information instantly, or answer plan related questions. To ensure that all information concerning each FutureFunds individual account remains confidential, every plan participant is assigned a Personal Identification Number (PIN). This number must be recited to Great -West Service Representatives before any information can be divulged concerning any individual account. That means participants have sole access to their account in regard to telephone transfers, allocation changes and any other transactions made available. The implementation and ongoing utilization of Personal Identification Numbers is subject to your approval. Great -West Life ? P.4415TIrc timaKCesl Life Assuratrr CaxaPany 0 • ADMINISTRATIVE /REPORTING SERVICES Timely, consistent administrative /reporting services are especially critical to the success of a long -term savings plan such as FutureFunds. Plan participants want to keep track of their savings efforts, and look to the investment provider to provide accurate reporting, prompt response to individual account changes and benefit payment requests. Most importantly, they want to be assured that their money is being accounted for carefully. Great - West's efforts to offer you and your employees quality administrative /reporting services can be identified by addressing what we offer to ensure this commitment: (A) A multi - million dollar recordkeeping system designed specifically for the administrative and reporting commitments associated with FutureFunds. (B) Convenient, accurate methods of processing contributions and paying out benefits. (C) Comprehensive quarterly reporting procedures that keep both you and your employees up -to -date. (D) Additional services designed to ensure account accuracy and smooth transactions. C3 w' Great -West Life �019nA Tha Gwat Wa,si Uf., A5sunnm C,wipnp (A) THE FUTUREFUNDS COMPUTER SYSTEM The FutureFunds computer system has been designed to administer the seven current FutureFunds options and additional options with the latest technology, including the following: • 4th generation languages • On -line processing (versus batch) • The newest report generation hardware (laser printers) • Database system which allows for data independence These components provide Great -West with the flexibility to add additional funding options to FutureFunds in addition to enhanced reporting capabilities. This system serves as the cornerstone of all administrative /reporting functions associated with FutureFunds. Its unique capabilities enable Great -West to offer all FutureFunds participants their own account, and ensures that any plan activity concerning each and every account is administered promptly and accurately. The system also allows quarterly statements to be generated for you and each of your employees. The FutureFunds Computer System has enabled Great -West to administer and recordkeep the long term savings /retirement account for more than 160,000 FutureFunds plan participants nationwide. 0--m- Great-West Life ' UMThr Groat W,i SAG' TSSnlanCP (0uny UnT (B) ACCURATE. CONVENIENT METHODS USED TO PROCESS CONTRIBUTIONS Great -West offers the following methods to manage the process of properly allocating your employees' contributions to their individualized accounts on a consistent basis: Turnaround Document Provides a listing of each participant and amount of last contribution processed by Great -West. You can use this document as the next contribution report by-simply marking any additions, deletions or changes and returning it to Great -West with the next deferral. The Turnaround Document may be generated automatically upon request, and at no charge. Special Reporting Forms Designed for employers who are computerized and choose to send their own computer listing of the information required to process plan contributions. .. ,. ., - Great - West's tape system utilizes standard IBM equipment and would need to be compatible with your data processing department. This method is recommended for employers remitting contributions on behalf of 100 or more participants. O-a Great -West Life CC I`^S Tlw Great 14+1 Lift• Assunmr i'om; :my For Your Employees: Quarterly Report Summary Mailed directly to participants, this report offers a comprehensive overview of information concerning their account, including all transactions made, current account balance, interest or change in the value of their account, fees /charges, transfers made, and notification of any certificates that are scheduled to mature. Details all of the transactions for each FutureFunds funding option made during the past quarter. For You: • -if n. 9 Will be forwarded to you to summarize the data on all participants' Quarterly Report Summaries. 0-w Great -West Life tS V" ThOO Nat WCq(Life A-+Q�eC,MIIWY (D) 0 4 Automatically generated as the participant is set up on the system when the first contribution is received and allocated. The form is mailed directly to all participants along with a postage paid return envelope. If any of the information stored in the computer system is incorrect, the participant can return the form with the noted corrections. Great -West will correct the system and issue a revised form to confirm the changes. Great -West will offer appropriate federal tax reports for the type of annuity payments selected by your employees. Any tax withholding will be indicated on this tax reporting form. Each employee electing periodic payments will receive this certificate, which describes the benefit amount, commencement date, ending date of the payments and terms of the annuity option they selected. Upon request, Great -West will provide participants with estimates of the amount they would receive under the various fixed annuity payment options at retirement. Such projections are normally processed within five working days. Great -West Life •' D:iH Tha l;rv::n Ulsi Lif•: \ +sum�ur( "ninpany GREAT -WEST & DEFERRED COMPENSATION • Great -West ranks among the country's leading providers of Deferred Compensation plan benefits designed exclusively for the public employee. In less than a decade, our Deferred Compensation product has been selected by more than 60,000 eligible employees nationwide. Our ability to offer a flexible product and tailor our administrative, reporting and communications services to the specific needs of each employer has set us apart from other long term savings providers throughout the industry. It is our commitment to provide every client with only the highest level of services, regardless of size or geographic location. Our commitment to this market has enabled us to become the industry's leading provider of Deferred Compensation plans on the state level in terms of total plan affiliations. Great -West is providing these benefits to employees of the following states: State of Alaska State of North Carolina State of Colorado State of South Carolina State of Florida State of Tennessee State of Idaho State of Texas State of Indiana State of Wisconsin State of Louisiana State of Wyoming State of Minnesota In addition to providing these benefits to state employees throughout the country, our Deferred Compensation program has been selected by thousands of employees working for more than 450 cities and counties. Nationally, Great - West's client listing includes some of the largest and most successful programs like the City of Seattle, City of Minneapolis, and Passaic County, New Jersey. In California, Great -West is one of the largest full service providers, and our clients include, among many others: City of Anaheim City of Torrance City of Riverside City of Laguna Beach City of Fullerton Orange County Transit District Great -West Life 'J I K9 Th,Gwat -A'es( UP- ,Assuan. <, Guupany 0 • GREAT -WEST AND THE DEFERRED COMPENSATION MARKET CORPORATE PROFILE More than four million people throughout North America depend on the Great -West Life Assurance Company to directly assist in their life /health insurance matters and long term savings goals. And for good reason. It is one of the continent's oldest, largest, and most sound financial institutions. Formed in 1891 as a publicly held corporation in Winnipeg Canada, Great -West expanded operations into the United States in 1906. Today, Great -West is the thirteenth largest life insurance company in North America, ranking among the top 18 of the more than 1,600 carriers in the industry in terms of insurance in force. The Company's United States Headquarters is located in metropolitan Denver, Colorado. Great -West is currently the long -term savings /retire- ment product provider for more than 160,000 individuals working within the nation's public and private sectors. Qw Great -West Life 2'i I'M9 Thr un•�t Weir LAI AMUMwv Company FINANCIAL PROFILE As of December 31, 1987, Great -West Life had over $15.5 billion in assets and Capital & Surplus above $1.17 billion. The Company's financial strength and operating performance has received .recognition from various industry rating services: * Standard & Poor's highest rating of AAA for Claims Paying Ability. * A.M. Best's highest rating of A+ (Superior) with a numerical rating of Xv. * Conning & Company's consistently strong ranking as one of the industry's most financially sound GIC carriers. Great -West invests the majority of its assets in medium to long -term fixed income obligations, such as bonds and mortgages. Equity investments, including common stocks and real estate, represent a relatively small portion of the Great -West portfolio. - It has long been Great - West's policy to invest assets in or near the regions from which they were derived, providing the investment opportunities available are consistent with the Company's requirements in terms of risk, return and overall quality. Great -West Life fI` I!IM Thr i �n :v W si LiL• Aswrmrr i onpuu�y. `` 0 Great -West Life: Nearly 100 Years of safety & security .Great -West Life will be 100 years old in 1992. The Company has operated continuously for nearly a century and provides economic security to over four million people throughout the United States and Canada. In addition to the Company's long history of sound financial management, Great -West Life participants are also provided with peace of mind knowing that the Company is regulated by the State of California Department of Insurance. State regulation, along with the Company's sound financial management, affords Great -West participants with an added measure of security: State Insurance Departments: United States & Canada Insurance Companies are regulated by the state Department of Insurance in the various states in which a company operates. In this regard, Great -West Life is regulated by 48 state departments and the District of Columbia. Additionally, Great -West Life is regulated on its total block of business, United States and Canada, by the Canadian Federal Office of the Superintendent of Financial Institutions. No policyholder of a Canadian federally regulated life insurance company has ever lost a dollar through nonpayment of the amount guaranteed by the contract upon death or maturity. State of California Department of Insurance In order to operate in the State of California (or any other state) Great -West Life must maintain "reserves" which are required by the Department of Insurance in order to satisfy obligations to policyholders. Great -West Life has consistently maintained reserves which are in excess of the statutory amount required by the California Department of Insurance to meet our obligations to policyholders. United States Reserves In addition to state regulatory requirements, Great -West Life is also required to maintain reserves in the United States to meet all of our contractual obligations to policyholders in this country. The State of California• Department of Insurance continually monitors Great -West Life, and all other insurance companies certified to operate in the State to be certain our reserves are adequate to meet obligations to policyholders. (3^W Great -West Life '6 MSThv Gwal %M-sl UA- As,.Mw�Couquny I Page 2 Financial Ratites In addition to Insurance Department regulation, companies such as Great -West Life are also rated by a number of financial rating services. In this regard, Great -West Life has been consistently ranked as one of the most financially sound institutions in North America: a. The company has maintained an A+ superior" rating by the A.M. Best Company. The A. M. Best Company is an independent rating service which evaluates the financial condition of insurance companies operating in North America. The A+ "superior" rating is the highest financial rating the A. M. Best Company provides. B. Great -West Life is also rated AAA by Standard & Poors for claims paying ability. once again, this is the highest rating that Standard &.Poors bestows upon a financial institution. C. Great -West Life has received a consistently strong ranking from Conning & Company in their Life Solvency monitor, conducted annually. Nearly a Century of Safety Great -West Life has been in continuous operation since it was formed nearly 100 years ago. The Company has provided benefit payments and other policy benefits without interruption through two world wars and the Great Depression. In fact, Great -West Life continued to grow and prosper during the Great Depression, even though many banks, savings and loans, and other institutions failed during that period of time. Great -West has consistently been rated ont of the most financially sound and stable financial institutions in North America, and regulation by the State of California Department of Insurance provides an added measure of security. (3-m Great -West Life (c,) i S)ss, , GmaNtisi LiG, ASS.nn."Cnnnun9 4 V w Great -West., LIFE & ANNUITY INSURANCE COMPANY HOME OFFICE - WICHITA, KANSAS ADMINISTRATIVE OFFICES DENVER, COLORADO CROUP POLICY NUABER 98310GP GRQLP ANNUITY CONTRACT DATE Group Deferred Compensation Annuity, Nb n- Participating The provisions on the following pages, together with the Application for this Group Annuity Contract, are part of this Group Annuity Contract. For the purposes of this Group Annuity Contract, "Plan" means the plan and adoption agreement that the Group Policyholder has designated as the Si gieo for the Great -vest Life & Annuity Insurance Company on the issuance of the Group Annuity Contract on the Annuity Contract Cate. Secretary Presioent dj • k • For the Actuary This Group Annuity Contract is a legal contract between the Group Policyholder and the Great -West Life & Annuity Insurance Company. PLEASE READ THIS ANNUITY CONTRACT CAREFULLY. IT IS A CONTRACT WHICH MAY PROVIDE FOR PAYMENTS OR VALUES WHICH ARE NOT GUARANTEED AS TO FIXED -DOLLAR AMOUNT BUT MAY VARY ACCORDING TO THE INVESTMENT EXPERIENCE OF A VARIABLE ANNUITY ACCOUNT. Group Ceferred Compensation Annuity GOCM F1' 84 L! 0 • TABLE OF CONTENTS DEFINITIONS Page 4 OWNERSHIP PROVISIONS Ownership of Series Account ............................................. Ownership of Group Annuity Contract ...... ............................... Transfer and Assignment .................. ............................... GENERAL PROVISIONS TheGroup Annuity Contract ............... ............................... Entire Contract .......................... ............................... ThePlan ................................. ............................... Non- Participating ....................... ............................... Currency and Payment of Contributions .... ............................... Age... .. ..... .. .................. ............................... Voting Rights and Reports ................ ............................... Notice and Proof ......................... ............................... 8 8 8 8 6 s 5 d PURCHASE PROVISIONS Commencement and Termination of Coverage . ............................... 10 Contributions ............................ ............................... 10 Allocation of Contributions .............. ............................... 10 CONTRACT VALUE PROVISIONS Variable Contract Value .................. ............................... 11 Accumulation Unit ........................ ............................... 11 Accumulation Unit Value .................. ............................... 11 Annuity Unit Value ....................... ............................... 11 Net Investment Factor .................... ............................... 12 RiskCharge . ...... .................. ............................... 13 Guaranteed Contract Value........... Guaranteed Sub - Account Riders ............ ............................... 13 AssetManagement Fee ..................... ............................... is Variable and Guaranteed Contract Value Provisions ...................... 13 Contract Maintenance Charge .............. ............................... 13 Transfer Charge .......................... ............................... 14 TRANSFERS Transfer Terms. No Receipt of Transferred Anounts ........ ............................... 15 RETIREMENT PROVISIONS Adequate Proof ........................... ............................... 16 Payment On Retirement .................... ............................... 16 it • TABLE OF CONTENTS (Continuea) PROVISIONS RELATING TO AMOUNT PAYABLE ON DEATH, PARTIAL SURRENDER, AND SURRENDER Amount Payable On Death of Participant ... ............................... 17 Partial Surrender ........................ ............................... 17 Amount Payable on Partial Surrender ...... ............................... 18 Surrender ................................ ............................... 18 Amount Payable on Surrender .............. ............................... 18 Contingent Deferred Sales Charge ......... ............................... 18 Contingent Deferred Sates Charge Free Amount ............................ 19 Adequate Proof ........................... ............................... 19 Payment On Death, Partial Surrender, and Surrender ...................... 19 METHODS OF- PAYMENT PROVISIONS Amount To Be Applied ..................... ............................... 20 Variable Dollar Method of Payment ....................................... 20 Amount of First Monthly Payment .......... ............................... 20 Annuity Units ............................ ............................... 20 Amount of Monthly Payments After the First .............................. 21 Variable Dollar Method of Payment Uptions ............................... 21 Fixed Dollar Method of Payment ........... ............................... 22 Amount of Payment. ....... ........... ..... ............................... 22 Fixed Dollar Method of Payment Options ... ............................... 22 How to Elect Method of Payment Option .... ............................... 23 Availability of Options .................. ............................... 23 Settlement ............................... ............................... 23 CONTRACT MODIFICATION Modification of Tables ................... ............................... 24 Modification of Guaranteed Sub- pzcour,t Riders, If Any ................... 24 Modification of Offering of Guaranteed Sub- Accounts .................... 24 Modification of Interest Guarantee Period ............................... 24 CESSATION OF DEPOSITS Options On Date of Cessation of Deposits . ............................... 25 TABLEA ...................................... ............................... 26 TABLEB ...................................... ............................... 27 TABLEC ...................................... ............................... 28 TABLED ...................................... ............................... 29 TABLEE ...................................... ............................... 30 GUARANTEED SUB - ACCOUNT RIDERS, IF ANY Annuity Unit - an accounting unit used to oeteraiine the dollar value of any Variable Dollar Annuity Payment after the First Pa,-nent. Company - the Great -West Life & Annuity Insurance Company. Deposit - includes Contributions, Transfers and other andunts Deposited into Guaranteed or Variable Sub - Accounts. Eligible Fund - a registered management investment company in which the assets of the Series Account may be invested. Group Annuity Contract Date - the effective date indicated by the Group Policyholder on the Application for this Group Annuity Contract, or such other date which is acceptable to the Company. Group Policyholder - the employer of a Participant and the Applicant for this Group Annuity Contract. - 4 - DEFI'�ITIOW Accumulation Period - the period during which the Participant is Covered under tnis Group Annuity Contract prior to the Participant's Annuity Commencement Date. Accumulation Unit - an accounting unit used to determine the Variable Contract Value before the Annuity Commencement Date. Annuitant - the person upon whose life the payment of an annuity is based. Annuity Commencement Date - the date on which annuity payments commence under a Method of Payment Option, which for any Participant is not later than the first of the montn after the month he /she must retire under the terms of the Plan, unless earlier permitted by the Group Policyholder. Annuity Payment Period - the period during which the Participan. is Covered under this Group Annuity Contract after the Participant's Ann -ty Commencement Date. Annuity Unit - an accounting unit used to oeteraiine the dollar value of any Variable Dollar Annuity Payment after the First Pa,-nent. Company - the Great -West Life & Annuity Insurance Company. Deposit - includes Contributions, Transfers and other andunts Deposited into Guaranteed or Variable Sub - Accounts. Eligible Fund - a registered management investment company in which the assets of the Series Account may be invested. Group Annuity Contract Date - the effective date indicated by the Group Policyholder on the Application for this Group Annuity Contract, or such other date which is acceptable to the Company. Group Policyholder - the employer of a Participant and the Applicant for this Group Annuity Contract. - 4 - 1 ; DE`INITIOK (continued) Guaranteed Account - the portion of this Group Annuity Contract providing Guaranteed Sub - Accounts, each having a Guaranteed Interest Rate and containing fixed dollar amounts. Guaranteed Contract Value - the sum of the values of the Guaranteed Sub- Accounts credited to the Group Policyholder in respect of a Participant under a Participant Annuity Accuunt. Guaranteed Interest Rate - the minimum interest rate applicable to Guaranteed Sub - Accounts which on an annual effective basis is 4%. Guaranteed Sub- Account - a subdivision of the Guaranteed Account having a Guaranteed Interest Rate and containing fixed dollar amounts. Tnis subdivision is described in greater detail in the attached Guaranteec Sub - Account Riders, if any. Investment Division - a division of the Series Account containing the shares of a specific portfolio of the Eligible Fund. There is an Investment Division for each Portfolio of the Eligible Fund. Participant - a person in the employ of the Group Policyholder on the day the Group Policyholder has made Application for Coverage for him/her and who is reported by the Group Policyholder as having complied with the terms of the Plan as to eligibility. Participant Pnnuity Account - a separate record established in the name of each Participant which reflects the total of the Guaranteed and Variable Contract Values. Participant Pnnuity Account Value - the sum of the Variable and Guaranteed Contract Values credited to the Group Policyholder in respect of a Participant under a Participant Annuity Account. Participant Effective Date - the date on which the first Deposit is credited to a Participant Annuity Account. - 5 - a • 0 DFI +NITIO* (continued) Payee - the Group Policyholder or the person, including the Participant, designated by it to receive the value of the Participant Annuity Account. Premium Tax - the amount of premium tax, if any, charged by a state or other government authority. Series Account - the segregated investment account called "FUT 'UREFUNOS Series Account" established by Great -West Life & Annuity Insurance Company under Kansas law and registered as a unit investment trust under the Investment Company Act of 1940, as amended. Transfer - amounts moved from any Sub - Account to another Sub- Nccount on one day upon earn Written ke4;est of the Group Policyholder in respect of the Participant. Valuation Date - the date on which the net asset value of eacn Eligible Funo is determinec. Valuation Period - the pe -iod between the ending of two successive Valuation Oates. Variable Contract Value - the sum of the values of the Variable Sub- Accounts credited to the Group Policyholder in respect of a Participant under a Participant Annuity Account. . Variable Sub- Account - a sub - division of an Investment Division wnicn separates Contributions received under tax qualified arrangements from those received under non -tax qualified arrangements. Eacn Variable Sub - Account has its own Accumulation Unit and Annuity Unit Value. Written Request - the Request required in the Allocation of Contributions, Transfers, Surrender, Partial Surrender, How to Elect Method of Payment Option, and Cessation of Ueposits pruvisions, the Contract Value and Retirement Provisions, the Guaranteed Sub - Account kiders, if any, and at other times as required by the Company. It must be in writing from the Group Policyholder or its designee and in a form satisfactory to the Company, and to be effective must be received by the Company at its Administrative Offices. A form or direction in lieu of the Written Request may be accepted by the Company. -6- r OWNERSHIP PROVISIONS Owinership of Series Account The Company has absolute ownership of the assets of the Series Account. Ownership of Group Annuity Contract Upon the Group Policyholder's Application for this Group Annuity Contract, the Group Policyholder becomes the owner of the Group Annuity Contract. It alone has all rights, remedies and recourses given in the Group Annuity Contract, and, while the Group Annuity Contract and the Participant Annuity Accounts are held in respect of Participants, there is no contractual relationsnip between the Company and the Participants. While the Group Policyholder may request the opinion of the Participant on matters and transactions affecting the Participant Annuity Account, the Group = ,olicyholder may act according to the dictates of its own judgment and discretion. Subject to the Plan Participation provisions, each employee for whom Contributions have been made is a Participant for whom a Participant Annuity Account is established. Transfer and Assignrrwnt The interest of the Group Policyholder in this Group Annuity Contract may not be transferred, sold, assigned, pledged, charged, encumbered, or in any way alienated without the prior written consent of the Company. - 7 - 0 • WNSRAL PROVISIONS The Group Annuity Contract The Group Annuity Contract is issued by the Company to the Group Policyholder. Entire Contract This Group Annuity Contract, its Application, Tables, and Guaranteed Sub - Account Riders, if any, form the entire contract between the Group Policyholder and the Company. A copy of the Application is attached to the Group Annuity Contract when issued to the Group Policyholder. After issue, Modifications to the Group Annuity Contract under the Contract Modification provisions become part of the Group Annuity Contract. All statements in the Application, in the absence of fraud, have been acceptea as representations and not as warranties. 0 -1y the president, a Vice - President, or the Secretary of the Company can Modify or waive any provisions of the Group Annuity Contract. The Plan The terms and provisions of the Plan oo not for any purpose form any part of this Group Annuity Contract and are not binding on the Company. Notwithstanding the fact that it may have knowledge of the terms of the Plan, the obligations of the Company are measured and determined solely by the tears and provisions of this Group Annuity Contract. Non - Participating This Group Annuity Contract is non - participating. It is not eligible to snare In the Company's divisible surplus. Currency and Payment of Contributions All amounts to be paid to or by the Company must be in the currency of the United States of America. All Contributions to this Group Annuity Contract must be made payable to the Company or its designated agent. Age If the age of the Participant or Payee has been misstated, the payments established for him /her under the Participant Annuity Account will be made on the basis of his /her correct age. If payments were too large because of misstatement, the difference with interest may be deducted by the Company from the next payment or payments. If pay-e'.ts were t". small, the difference with interest may be aooeo oy the Company to the next payment. This interest will be not less than 4% per year. - 8 - 0 • GENERAL PROVISIG* (continued) Voting Rights and Reports The Company will vote the shares of an Eligible Fund held in a Variable Sub- Account of the Investment Division of the Series Account. To the extent required by law, the Company will vote according to the instructions of the Group Policyholder in proportion to its interest in the Variable Sub - Account. In such event, the Company will send proxy materials and forms) to the Group Policyholder for its reply. If no reply is received, the Company will vote shares of the appropriate Eligible Funa in the same proportion as shares of the Eligible Fund for which replies have been received. During the Annuity Payment Period unaer the Participant Annuity Account, the number of votes will decrease as the assets held to fund annuity payments decrease, the Payee will be entitled to receive the proxy materials and form(s) otherwise provided to the Group Policyholder, and all other provisions concerning Voting Rights will apply to the Payee of a Variable Dollar i +ethod of Payment Option. The Company will furnish the Group Policyholder or the Payee of a Variable Dollar Method of Payment Option copies of any shareholder reports of the Eligible Funds and of any other notices, reports or documents required oy law to be furnished to either of them. Semi - annual reports of the Eligible Funds will be furnished as requireo by law to the Group Policyholder, who shall promptly deliver them to each Participant or Payee of a Variable Dollar Method of Payment Uption. The Company will furnish the Group Policyholder not less frequently than annually a statement of each Participant's Participant Annuity Account Value, which the Grow Policyholder will promptly deliver to the Participant. The Group Policyholder may direct the Company to deliver these reports and statements to the Participants. Notice and Proof Any notice or demand by the Company to or upon the Group Policyholder or any Payee may be given by mailing it to that person's last known address as stated in the Company's file. An application, report, request, election, direction, notice or demand by the Group Policyholder or Payee will be made in a form satisfactory to the Company. When the Company requires it, the Group Policyholder will obtain the signature of the Participant's or Payee's spouse on forms provided by the Company. The Company may require adequate proof of the age and death of any Payee before it admits a claim for or pays any payment. Written materials developed by the Group Policyholder to describe this Group Annuity Contract must first be approved by the Company. -9- PURCHASE PROVISIONS Commencement and Termination of Coverage The Group Policyholder may make Application for Coverage of any employee if the Company is then accepting Applications for Coverage under this Group Annuity Contract, unless a Date of Cessation of Deposits has been declared. An employee for whom an adequate Application has been made becomes Covered as a Participant as of the Participant Effective Date. Coverage of a Participant terminates upon the Group Policyholder's Surrender or Partial Surrender which results in a Participant Annuity Account Value of $0. Contributions Unless a Date of Cessation of Deposits has been declared, the Group Policyholder may from time to time pay Contributions in cash in respect of a Participant until the earlier of his /her Deatn, Annuity Comrencement uate, or the Surrender of the Participant Annuity Account. The amount of Contributions to be paid by the Group Policyholoer in respect oT any Participant will be determined by the Group Policyholder. The Group Policyholder will report the amount paid as Contributions on forms acceptable to the Company. The Group Policyholder's report is conclusive and binding on it and any person or entity claiming an interest under the Group Annuity Contract or any Participant Annuity Account. When the Group Policyholder's report does not coincide with the Contributions receivec, the Company may return them. Allocation of Contributions After an adequate application in respect of a Participant has been made, Contributions, less Premium Tax, if any, will be Allocated in the Participant Annuity Account when received by the Company at its Administrative Offices. Contributions in respect of the Participant will be Allocated among any number of currently offered Variable and Guaranteed Sub - Accounts in accordance with the latest recorded Written Request of the Group Policyholder in respect of the Participant. The Allocation of Contributions may be Changed at any time upon the Company's receipt at its Administrative offices of the Written Request of the Group Policyholder in respect of the Participant. A Change of Allocation will be effective for Contributions which are received after the Company's receipt ano recording of the Change. - 10 - 0 • CONTRACT VALUE PROVISIONS Variable Contract Value The Variable Contract Value in respect of the Participant on any date during the Accumulation Period will be the sum of the values of the Variable Sub - Accounts of the Series Account held in respect of the Participant. The value of a Group Policyholder's interest in a Variable Sub - Account in respect of a Participant will be determined by multiplying the number of Accumulation Units held in respect of the Participant for that Variable Sub - Account by the Accumulation Unit Value for that Variable Sub- Account. Accumulation Unit Contributions and Transfers received at the Administrative Offices of the Company before the close of a Valuation Date will be allocated as requested and applied as of that date, otherwise as of the next Valuation Date, to provide Accumulation Units of the selected Variable Sub - Accounts of the Series Account. The number of Accumulation Units credited in respect of each Participant to a Variable Sub - Account will be determined by dividing the amount of the Contributions and Transfers then applied to such Variable dub- Account oy the Accumulation Unit Value for that Variable Sub - Account on the Valuation Uate on which the Contributions were allocated ano Transfers were made. The number of Accumulation Waits will not change because of a later change in the Accumulation Unit Value, but the Accumulation Unit Value will vary to reflect the investment experience of the Variable Sub- Account. Accumulation Unit Value The initial Accumulation Unit Value of each Variable Sub - Account was established at $10 on the date a Deposit was first made to the Variaole Sub - Account. The Accumulation Unit Value of a Variable Sub - Account on any subsequent Valuation Date is equal to the Accumulation Unit Value of that Variable Sub - Account as of the immediately preceding Valuation Date multiplied by the Net Investment Factor for the Valuation Period ending on the Valuation Date on which the Accumulation Unit Value is being determined. The Accumulation Unit Value may increase, decrease, or remain unchanged as a result of the value of the Net Investment Factor. Annuity. Unit Value The initial Annuity Unit Value of each Variable Sub - Account was established at $1 on the date a Deposit was first made under a Variable Annuity Method of Payment to the Variable Sub-Account(s). - 11 - CONTRACT VALUE PROVISIONS (continued) Variable Contract Value (continued) Pnnuity Unit Value (continued) The Annuity Unit Value of any Variable Sub - Account on any subsequent Valuation Date is equal to the Annuity Unit Value for the immediately preceding Valuation Date multiplied by the Net Investment Factor for that Variable Sub - Account for the Valuation Period ending on the Valuation Date on which the Annuity Unit Value is being determined, and multiplying the result by a factor of .999905 to neutralize the assumed investment rate of 3.5% per year used in the applicable Table for Variable Dollar Method of Payment Options 1, 2, 3, and 4. Net Investment Factor The Net Investment Factor for any Variable Sub - Account for any Valuation Period is determined by dividing (a) by (b), ano subtracting (c) from the result where: (a) is the net result of: (i) the net asset value per share of the Eligible Fund shares held in the Variable Sub - Account determined as of the end of the current Valuation Period, plus (ii) the per share amount of any dividend (or, if applicable, capital gain distributions) made by the Eligible Fund on shares held in the Variable Sub - Account if the "ex- dividend" date occurs during the current Valuation Period, minus or plus (iii) a per unit charge or credit for any taxes incurred by or reserved for in the Variable Sub - Account, which is determined by the Company to have resulted from the investment operations of the Variable Sub- Account. (b) is the net result of: (i) the net asset value per share of the Eligible Fund shares held in the Variable Sub - Account determined as of the end of the immediately preceding Valuation Period, minus or plus, (ii) the per unit charge or credit for any taxes incurred by or reserved for in the Variable Sub - Account for the immediately preceding Valuation Period. (c) is a factor representing the Risk Charge deducted from each Variable Sub- Account on a daily basis. Such factor is equal to of 1.25% on an annual basis of the daily net asset value of each Variable Sub- Account. The Nei Investment Factor may be greater than, less than, or equal to onc- Therefore, the Accumulation Unit Value may increase, decrease or remain unchanged. - 12 - • 0 CONIRAC7 VALUE PROVISI0% (continued) Variable Contract Value (continued) Net Investment Factor (continued) The per share amount of any dividend referred to in paragraph (a)lii) includes a deduction for an investment advisory fee. This fee compensates the investment adviser for services provided to the Eligible Fund. The fee may differ between Eligible Funds and may be renegotiated each year, but will never exceed an annual rate of 1.00% of the aggregate average daily net assets of the Eligible Fund. Risk Charge The Company will deduct the Risk Charge for expense and mortality guarantees in the calculation of the Net Investment Factor. This Charge is equal to 1.25% on an annual basis of the daily net asset value of each Variable Sub - Account. This deduction is made daily. Guaranteed Contract Value The Guaranteed Contract Value of a Participant Annuity Account on any date during the Accumulation Period will be the sum of the values of the Guaranteeo Sub- Accounts credited to such Participant Annuity Account. The Company may offer one or more Guaranteed Sub - Accounts into which Contributions will be Deposited at the Written Request of the Group Policyholder in respect of the Participant in accordance with the Allocation of Contributions provisions. Guaranteed Sub - Account Riders The computation of the value of a Guaranteeo Sub - Account is descrioed in greater detail in the attached Guaranteed Sub - Account Riders, if any. Asset Management Fee On the first day of each Calendar Year an Asset Management Fee to be assesses against Guaranteed Contract Values will be declared by the Company. The amount to be deducted from the Guaranteed Contract Values will be determined and applied by the Company on the first day of each calendar quarter. Variable and Guaranteed Contract Value Provisions The following Charges are applicable to the Variable and Guaranteed Contract Values. Contract Maintenance Charge On the first day of each calendar year, a Contract Maintenance Charge of not more than $60 annually will be deducted from the Participant Annuity Account If a Participant Annuity Account is established in respect of a Participant after that date, a Contract Maintenance Charge will be deducted on the first day of the next quarter and will be pro -rateo for the year remaining. No refund of this Charge will be made. - 13 - CONTRACT VALUE PROVISIONS (continued) Variable and Guaranteed Contract Value Provisions (continue") Contract Maintenance Charge (continues) The deduction will be pro -rated among the Variable and Guaranteed Sub- Accounts based upon their Variable and Guaranteed Sub - Account values on the Cate of deduction. Whenever a deduction for a Contract Maintenance Charge is to be made from a Variable Sub- Account, the Company will cancel Accumulation Units having a total value equal to the amount of the deduction. Transfer Charge With the exception of the first two Transfers in a calendar year, a Transfer Charge of $10 per Transfer will be deducted from the Participant Annuity Account after the Transfer. - 14 - TRA NSF ER The Group Policyholder in respect of the Participant may by written Request Transfer amounts within and between the currently offered Variaole and Guaranteed Sub - Accounts. Transfer Terms The following provisions will apply to any Transfer: a Transfer will take effect on the later of the date Elected or the Gate the Written Request is received at the Administrative Uffices of the Company. if a Transfer is made within 30 days of the Annuity Commencement uate, the Company may delay the Annuity Commencement Date by 30 days. if a Participant dies prior to the Annuity Commencement Date, one Transfer may be made after the Death of the Participant by the Group Policyholder in respect of the Payee to effect the Election of a Method of Payment Option. with the exception of the first two Transfers in a calendar year, a Transfer Charge of $10 will be deducted. when the Company requires it, the Group Policyholder in respect of the Participant or the Payee will execute forms provided by the Company as necessary to the requested Transfer. • no Transfers are permitted after the Annuity Commencement Date. a Transfer will be subject to terms described in greater detail in the attached Guaranteed Sub - Account Riders, if any. No Receipt of Transferred Amounts No Transfer made within these Transfer Provisions will result in the Participant's receipt of the Transferred amounts, which shall continue to be held under the Participant Annuity Account. - 15 - RETIREMENT PROVISIONS On the Company's receipt of the Written Request at least 30 days before the Annuity Commencement Date, the Group Policyholder in respect of the Participant may in the Written Request: Elect or Change a Method of Payment Option. make a Partial Surrender or Surrender. Elect or Change the Participant's Annuity Commencement Date to any future date which is not later than the first of the month after the month the Participant must retire under the terms of the Plan. If any Annuity Commencement Date would be less than 30 days from the date that the Written Request is received, the Company may delay the Annuity Commencement Date Elected by 30 days. if the Group Policyholder in respect of the Participant has failed to Elect a Method of Payment Option within 30 days of his /her Annuity Commencement Date, the Company will pay the Group Policyholder in respect of the Participant a Variable Life Annuity with 10 Year Guaranteed Period from the Variable Contract Value and a Fixed Life Annuity with 10 Year Guaranteed Period from the Guaranteed Contract value. Adequate Proof The Company is entitled to require the receipt of adequate proof of age, death, or any other event or contingency, or to establish the fact that a benefit has become payable under the provisions of the Plan, prior to making any payment under this Group Annuity Contract. Payment On Retirement Payment under the Retirement Provisions will only be made if then available to the Participant under the terms and provisions of the Plan as determined by the Group Policyholder, and will only be made to the Group Policynolder or to the order of the person designated in the Written Request by the Group Policyholder to receive payment. - 16 - PROVISIONS RELATING TO AMOUNT PAYABLE Oh DEATH, PARTIAL SIFRENDE4, AND Amount Payable On Death of Participant If the Participant dies before the Annuity Commencement Date, the Amount Payable on Death will be: (a) where Death occurs before the Participant's 70th birthday, the greater of: (i) the Participant Annuity Account Value, less Premium Tax, if any, and (ii) the sum of Contributions paid to, less any Partial Surrenders made . from, the Participant Annuity Account, less Premium Tax, if any. (b) where Death occurs on or after the Participant's 70th birthday, the Participant Annuity Account Value, less Premium Tax, if any. The Payee of an Amount Payable on Death may Elect that payment be made under the Methods of Payment Provisions, a combination of the Partial Surrender and Methods of Payment Provisions, or under the Surrender Provisions. If the Payee Elects either a Partial Surrender or the Surrender of the Participant Annuity Account, the Contingent Deferred Sales Charge of the Partial Surrender or Surrender provisions will not apply. The Election of the Payee must be made not later than 60 days after the date the Company receives Adequate Proof of the Participant's Death. If no Election is made, a single payment will be made under the Surrender provisions to the Payee. The Contingent Deferred Sales Charge will not apply to this single payment. Partial Surrender By Written Request the Group Policyholder in respect of the Payee may make a Partial Surrender of the Participant Annuity Account. The Partial Surrender will take effect on the later of the date Elected and the date the Written Request is received at the Administrative Offices of the Company. Subject to the Amount Payable On Death of Participant provision, a Written Request for Partial Surrender must be received by the Company at least 30 days before the Annuity Commencement Date. The Group Policyholder in respect of the Participant must in the Written Request Elect the Variable or Guaranteed Sub- Account(s), or a combination of them, from which the Partial Surrender is made. If an adequate Election is not made, the Written Request will be returned to the Group Policyholder, and the Partial Surrender in respect of the Payee will not be made. - 17 - RELATING TO AM OUNT PAYABLE ON DEATH PARTIAL SURRENDER, AN continued A-:�unt Payable On Partial Surrender The amount payable on Partial Surrender will be paid in one sum under the Partial Surrender provisions equal to: (a) the amount requested as the Partial Surrender as of the effective date of the Partial Surrender, less (b) the Contingent Deferred Sales Charge, if any, less (c) Premium Tax, if any. Surrender By Written Request the Group Policyholder in respect of the Payee may Surrender the Participant Annuity Account. The Surrender will take effect on the later of the date Elected and the date the Written Request is received at the Administrative Offices of the Company. If an adequate written Request is not made, the Written Request will be returned to the Group Policyholder and the Surrender will not be made. Subject to the Amount Payable On Death of Participant provision, a Written Request for Surrender must oe receiveo by the Company at least 30 days before the Annuity Commencement Date. Amount Payable on Surrender The Amount Payable on Surrender may be Applied under the Methods of Payment Provisions or will be paid in one sum under these Surrender provisions equal to: (a) the Participant Annuity Account Value as of the effective date of the Surrender, less (b) the Contingent Deferred Sales Charge, if any, less (c) Premium Tax, if any. Contingent Deferred Sales Charge Subject to the Amount Payable On Death of Participant provision, on any Partial Surrender or the Surrender of the Participant Annuity Account a Contingent.Deferred Sales Charge will be deducted from the Amount Surrendered. The Contingent Deferred Sales Charge applicable to any Partial Surrender or the Surrender will be equal to 6% of the Amount Surrendered in excess of the Contingent Deferred Sales Charge free Amount, if any, and is limited so that the amount then charged will not cause the cumulative total of all Contingent Deferred Sales Charges charged in respect of the Participant under his /her Participant Annuity Account to exceed 6% of the Contributions made to his /her Participant Annuity Account within 72 months prior to the effective date of the Partial Surrender or the Surrender. - 18 - 0 • PROVISIONS RELATING TO AMOUNT PAYABLE ON DEATH PARTIAL SLR.RENDE2 AN URR END R continued Contingent Deferred Sales Charge Free Amount The Amount of the Contingent Deferred Sales Charge Free Amount is equal to 10% of the Participant Annuity Account Value at December 31 of the calendar year prior to the year in which the Amount is Surrendered. Only one Contingent Deferred Sales Charge Free Amount is available in respect of a Participant in each calendar year beginning in the third calendar year after he /she is Covered under this Group Annuity Contract. The Contingent Deferred Sales Charge Free !mount will be Applied on the Surrender or the first Partial Surrender made under the Participant Annuity Account in that year for the payment of benefits as a result of financial hardship, as defined in the Plan and approved by the Group Policyholder. Adequate Proof The Company is entitled to require the receipt of adequate proof of aye, death, or any other event or contingency, or to establish the fact that a benefit has become payable under the provisions of the Plan, prior to making any payment under this Group Annuity Contract. Pay^wnt On Death, Partial Surrender, and Surrender Payment under any of the Provisions Relating to Partial Surrender, and Surrender will only be ma Payee under the terms and provisions of the Plan Policyholder, and will only be made to the Group of the person designated in the Written Request receive payment. - 19 - Amount Payable On Death, de if then available to the as determined by the Group Policyholder or to the order by the Group Policyholder to METHODS OF PAYMENT PROVISIONS One of the Variable or Fixed Dollar Methods of Payment Options or a combination of them may be Elected under the Methods of Payment Provisions. Amount To Be Applied The Amount to be Applied under the Methods of Payment Provisions is the Participant Annuity Account Value less Premium Tax, if any. If a Variable Dollar Method of Payment Option is Elected, the Amount to be Applied is the Variable Contract Value as of the date the Amount of the First Monthly Payment is determined. If a Fixed.Dollar Method of Payment Option is Elected, the Amount to be Applied is the Guaranteed Contract Value as of the Annuity Commencement Date. If the Group Policyholder in respect of the Payee Elects to Apply any or all of the Guaranteed Contract Value to a Variable Dollar Method of Payment Option, or any or all of the Variable Contract Value to a Fixed Dollar Method of Payment Option, a Transfer(s) must be made prior to the Annuity Commencement Date. The Transfer(s) must comply with the provisions on Transfers. Variable Dollar Method of Payment The following Variable Dollar Method of Payment Options are available. They are subject to the following provisions Amount of First Monthly Payment The First Monthly Payment .under a Variable Dollar Method of Payment Option will be based on the Variable Contract Value credited in respect of the Participant Annuity Account on the 5th Valuation Date preceding the Annuity Commencement Date. It will be determined by applying the appropriate rate from the applicable Table to the Amount Applied under the Option. Tne First Monthly Payment will be the sum of the variable dollar annuity payments for each Variable Sub - Account. Annuity Units The number of Annuity Units for each Variable Sub - Account to be credited in respect of the Participant Annuity Account will be determined by dividing the portion of the First Monthly Payment to be taken from such Sub - Account by the Sub - Account's Annuity Unit Value on the 5th Valuation Date preceding the date the First Payment is due for which the number of Annuity Units is being computed. The number of Annuity Units for a Variable Sub - Account remains fixed during the Annuity Payment Period. - 20 - 0 0 METHODS OF PAYMENT PROVIS10% (continued) Amount of Monthly Payments After the First Monthly Payments After the First under a Variable Dollar Method of Payment Option will vary in amount from time to time depending upon the investment experience of the Variable Sub - Accounts of the Series Account. The dollar amount of each variable dollar annuity payment to the Participant or Payee after the first for each Variable Sub - Account is determined by multiplying (a) the number of Sub - Account Annuity Units credited to the Participant Annuity Account by (b) the Sub - Account Annuity Unit Value on the 5th Valuation Date preceding the date the annuity payment is due. The total dollar amount of each variable dollar annuity payment will be the sum of the variable dollar annuity payments for each Variable Sub- Account. The Company guarantees that the dollar amount of each Payment After the First will not be affected by variations in expenses or mortality experience. Variable Dollar Method of Payment Options Option 1: Variable Life Annuity with Guaranteed Period The Company will pay a monthly payment for the guaranteed Annuity Payment Period Elected. Payments will continue for the lifetime of the Payee. The guaranteed Annuity Payment Period elected may be 5, 10, 15 or 20 years. The provision on Settlement applies to amounts payable after the death of the Payee. Table A is applicable to this Option. Option 2: Variable Life Annuity The Company will pay a monthly payment during the Payee's lifetime. Table A is applicable to this Option. Option 3: Joint and One -Half Survivor Variable Annuity A joint and one -half survivor variable annuity provides a variable monthly payment to an Annuitant for his /her lifetime; thereafter, and upon receipt by the Company of adequate proof of the Annuitant's death, one -half of the variable payment amount continues to a designated Payee, if living, and terminates upon his /her death. Table B is applicable to this Option. Option 4: Any Other Form The Company will pay any other form of Variable Annuity which is acceptable to it. - 21 - METHDDS OF PAYMENT PROVISIONS (continued) Fixed Dollar Method of Payment The following Fixed Dollar Method of Payment Options are available. They are subject to the following provisions. Amount of Payment Payments under a Fixed Dollar Method of Payment Option are guaranteed by the Company as to dollar amount throughout the Annuity Payment Period. The Amount of the Payment under any Fixed Dollar Method of Payment Option will be determined by applying the Company's then current non - participating group single premium rates for this class of group annuity Contracts to the Amount Applied under the Option. Those current rates will not be less than the rate obtained from the Table which is Applicable to the Electeu Option. Fixed Dollar Method of Payment Options: Option 1: Income of Specified Amount The Company will pay an income,. at 12 -, 6 -, 3 -, or 1 -month intervals, of an amount Elected by the Payee for an Annuity Payment Period of not less than 36 months nor more than 240 months. The provision on Settleiaant applies to amounts payable after the death of the Payee. Table C is applicable to this Option. Option 2: Income for a Specified Period The Company will pay an income, at 12 -, 6 -, 3 -, or 1 -month intervals, for the number of years Elected by the Payee for an Annuity Payment Period of not less than 36 months nor more than 240 months. The provision on Settlement applies to amounts payable after the death of the Payee. Table C is applicable to this Option. Option 3: Fixed Life Annuity with Guaranteed Period The Company will pay a monthly payment for the guaranteed Annuity Payment Period Elected. Payments will continue for the lifetime of the Payee. The provision on Settlement applies to amounts payable after the death of the Payee. Table D is applicable to this Option. The guaranteed Annuity Payment Period elected may be 5, 10, 15 or 20 years, or may be a period referred to as "Installment Refund ". Under the Installment Refund period, payments will be made until the total of the Payments made equals the Amount Applied. Option 4: Fixed Life Annuity The Company will pay a monthly payment during the Payee's lifetime. Table D is applicable to this Opt-,:r.. - 22 - • 0 METHODS OF PAYMENT PRC41SIONS (continued). Fixed Dollar Method of Payment Options: (continued) Option 5: Joint and One-Half Survivor Fixed Annuity A joint and one -half survivor fixed annuity provides a fixed monthly payment to an Annuitant for his /her lifetime; thereafter, and upon receipt by the Company of adequate proof of the Annuitant's death, one-half of the fixed payment amount continues to b designated Payee, if living, and terminates upon his /her death. Table E is applicable to this Option. Option 6: Any Other Form: The Company will pay any other form of Fixed Annuity which is acceptable to it. How to Elect Method of Payment Option The Written Request of the Group Policyholder in respect of the Participant or Payee is required to Elect, or Change the Election of, a Method of Payment Option and must be received by the Company at least 30 days prior to the Annuity Commencement Date, or, if the Participant dies prior to the Annuity Commencement Date, within 60 days of the date the Company receives Adequate Proof of the Participant's Death. Availability of Options If any payment to be made under the Elected Option will be less than $50, the Company may make the payments in the most frequent interval which produces a payment of at least $53. The minimum Amount that may be Applied under a Variable or Fixed Dollar Metnoc of Payment Option is $2,000. If the amount is less than $2,000, the Company may pay it in one sum. The maximum Amount that may be Applied under any Uption is $1,000,QOO. For the Application of any greater Amount, the Company's consent is required. Settlement If the Payee has received payments or was to receive payments which had not yet commenced under variable Dollar Method of Payment Options 1 or 4, or under Fixed Dollar Method of Payment Options 1, 2, 3 or 6, any remaining amounts payable under the Option Elected will be paid to the Group Policyholder or other Payee designated by the Group Policyholder. _P3_ CONTRACT MODIFICATION 0 This Group Annuity Contract may be Modified at any time by written agreement between the Company and the Group Policyholder. No such Modification will, without the written consent of the Group Policyholder, affect the terms, provisions, or conditions of this Group Annuity Contract which are or may be applicable to Contributions paid in respect of Participants prior to the date of such Modification. However, the Company may at any time and without the consent of the Group Policyholder or any Participant or other person, but upon 30 days' written notice to the Group Policyholder, Modify this Group Annuity Contract in any respect to conform it to changes in tax or other law, including applicable regulations or rulings. Modification of Tables The Company may at any time and without the consent of the Group Policyholder or any Particiant or other person, but upon 30 days written notice to the Group Policyholder, Modify Tables A, B, C, D, and E, or any of them. however, no such Modification will affect the terms, provisions or conditions of the Group Annuity Contract which are or may be applicable to Contributions paid it respect of Participants prior to the date of such Modification. Modification of Guaranteed Sub - Account Riders, If Any Any Guaranteed Sub - Account Rider may be Modified at any time by written agreement between the Company and the Group Policyholder. No such Modification wilt, without the written consent of the Group Policyholder, affect the terms, provisions, or conditions of the Rider which are or may be applicable to Contributions paid in respect of Participants prior to the date of such Modification. Modification of Dffering of Guaranteed Sub - Accounts Notwithstanding the other Contract Modification provisions, the Company may offer or cease offering Guaranteed Sub- Accounts to receive Deposits. No such offering or cessation of offering shall affect the terms, provisions, or conditions which are or may be applicable to Contributions paid to any Guaranteed 5ub- Account which is no longer offered by the Company. The Company will periodically notify the Group Policyholder in respect of Participants of the current offering of Guaranteed Sub - Accounts. Modification of Interest Guarantee Period Notwithstanding the other Contract Modification provisions, the Interest Glarantee'Period of amounts Deposited into Guaranteed Sub- Accounts, if any, may be Modified by the Company in accordance with the Interest Guarantee Period Modification provisions as described,in greater detail in the attached Guaranteed Sub - Account Riders, if any. - 24 - 0 • CESSATION OF DEPOSITS Upon 60 days' written notice to the other, the Group Policyholder or the Company may declare that, as from the date stated in,the notice (that date being called a Date of Cessation of Deposits), no further Deposits will De made to certain or all Sub - Accounts of the Group Annuity lontract. If a Date of Cessation of Deposits has been declareG for certain Sub - Accounts, the Group Policyholder in respect of the Participant may by Written Request make a Change of Allocation of his /her Contributions. When no Change of Allocations is received, the Company may return all Contributions affected by the declaration of the Date of Cessation of Deposits, or allocate such Contributions to a currently offered Guaranteed Sub - Account. After the Date of Cessation of Deposits declared in respect of all Sub - Accounts, no Participant Annuity Account will be established. Options on Date of Cessation of Deposits Upon declaring the Date of Cessation of Deposits for all Sub - Accounts or upon receiving notice of its declaration by the Company, the Group Policyholder may by Written Request Elect one of the following Cessation Options. If the Group Policyholder has not Elected a Cessation Option within 30 days of the Date of Cessation, Cessation Option (1) will be deemed to have been Elected. Cessation Option (1) Cessation Option (2) Maintenance of Each Participant Annuity Account Value: The Company will maintain Account Value until it is Group Annuity Contract. each Participant Annuity Applied or paid under the Installment Settlement of Guaranteed Contract Values: The Company will pay the sum of the Variable Contract Values in respect of Participants as of the Date of Cessation of Deposits to a person designated in writing by the Group Policyholder as the successor insurer of the Plan or to the Group Policyholder within 30 days of the date the Cessation Uption is Elected. The Company will pay the sum of the Guaranteed Contract Values in respect of Participants as of the Date of Cessation of Deposits to a person designated in Writing by the Group Policyholder as the successor insurer. of the Plan or to the Group Policyholder in 20 equal quarterly installments. The amount of the installments will be the amount determined by the Company on the date of the first such, payment, but not less than $514.80 for each $10,000 of Guaranteed Contract Values. The first payment will be made 30 days after the date the Cessation Option is Elected. - 25 - TABLE A - Variable Life Annum Monthly Payment for Each $1,000 of Participant Annuity Account Value Age of Without Payee Guaranteed Period 50 3.83 55 4.13 60 4.52 65 5.06 70 5.82 75 6.93 With Guaranteed Period 5 Years 10 Years 15 Years 20 Years 3.83 3.82 3.80 3.78 4.12 4.10 4.07 4.02 4.51 4.48 4.41 4.31 5.04 4.97 4.84 4.64 5.77 5.61 5.33 4.94 6.80 6.41 5.82 5.19 If payments commence on any other date than the exact age of the Payee as shown above, the amount of the monthly payment shall be determined by the Company on the actuarial basis used by it in oetermining the above amounts. - 26 - TABLE B - Joint and One -Half Survivor Variable Annuity Age of Annuitant Monthly Payment for Each $1,000 of Participant Annuity Account Value I 5o 3.72 3.75 3.76 3.80 3.81 3.82 55 3.92 3.98 4.02 4.06 4.08 4.10 60 4.16 4.25 4.33 4.39 4.44 4.47 65 4.45 4.58 4.70 4.81 4.89 4.95 70 4.79 4.96 5.14 5.32 5.47 5.59 75 5.18 5.42 5.67 5.54 6.20 6.44 If payments commence on any other date than the exact age of the Annuitant or designated Payee as shown above, the amount of the monthly payment snall be determined by the Company on the actuarial basis used by it in determining the above amounts. - 27 - C. 0 9 TABLE C - Income of 5 ecified Amount ncome o a )eci iec Period Monthly Payment for Each $1,000 of Participant Annuity Account Value Years Payment 3 27-44 4 20.93 5 17.03 6 14.43 7 12.57 8 11.18 9 10.11 10 9.24 11 8.54 12 7.96 13 7.46 14 7.04' 15 6.68 16 6.36 17 6.08 18 5.83 19 5.61 20 5.41 To determine the payment for other frequencies of payment, multiply the above monthly payment by the following factors: Factor Quarterly payment 2.99 Semi - annual payment 5.96 Annual payment 11.81 If payments are for an amount or duration different than that outlined above, the Company will determine the proper amount or duration using the actuarial basis used to determine the above Table. - 26 - TABLE D - Fixed Life Annuity Monthly Payment for Each $1,000 of Participant Annuity Account Value Age of Without With Guaranteed Period Payee Guaranteed Period 5 Years 10 Years Years 20 Yeari 50 3.83 3.83 3.62 3.80 3.78 55 4.13 4.12 4.10 4.07 4.02 60 4.52 4.51 4.48 4.41 4.31 65 5.06 5.04 4.97 4.84 4.64 70 5.82 5.77 5.61 5.33 4.94 75 6.93 6.80 6.41 5.82 5.19 If payments commence on any other date than the exact age of the Payee as Shown above, the amount of the monthly payment shall be determineo by the Company on the actuarial basis usec by it in determining the above amounts. - 29 - TABLE E - Joint and One -Half Survivor Fixed Annuity Monthly Payment for Each 31,000 of Participant Annuity Account Value Age of If Desi nated Payee is Age Annuitant 5 5 60 65 7U 75 50 3.72 3.75 3.78 3.80 3.81 3.82 55 3.92 3.98 4.D2 4.06 4.08 4.1U 60 4.16 4.25 4.33 4.39 4.44 4.47 65 4.45 4.58 4.70 4.81 4.89 4.95 70 4.79 4.96 5.14 5.32 5.47 5.59 75 5.18 5.42 5.67 5.94 6.20 6.42 If payments commence on any other date than the exact age of the Annuitant or designated Payee as shown above, the amount of the monthly 'payment shall be determined by the Company on the actuarial basis used by it in determining the above amounts. I Will C DAILY INTEREST GUARArJEE FUNii GUARANTEED Uti tR ATTACHED TO K4D FORMING PART OF THE GROUP ANNUITY OONTRACT The Daily Interest Guarantee Fund is a Guaranteed Sub - Account. Contributions may be Deposited into the Daily Interest Guarantee Fund at any time. Interest will be earned on the Daily Interest Guarantee Fund value and compounded daily. The Credited Interest Rate may change daily but on an annual effective basis will not be less than the Guaranteed Interest Rate. Value of Daily Interest Guarantee Fund The value of the Daily Interest Guarantee Fund in respect of the Participant will be determined by adding his /her Guaranteed Sub - Account Contributions, interest, and Transfers from other Guaranteed Sub - Accounts ano from Varia„lz Sub- Accounts, and subtracting his /her Partial Surrenders, Surrenders, Amounts Payable on Death, Rnounts Applied under a Method of Payment Option, Transfers to other Guaranteed Sub - Accounts and to Variable Sub - Accounts, Transfer Charges, Contract Maintenance Charge, Asset management Fee, ano Premium Tax. This Rider, unless and until Modified, forms part of the Group Pnnuity Contract. Daily Interest Guaranteed Fund Riaer - 1 4 w • c • • GUARANTEED CERTIFICATE FUND GUAPAN ccD SUB-ACCOUNT RIDER ATTACHED TO AND FORMING PART OF THE GROUP ANN -JITY COi%T -,ACT The Guaranteed Certificate Fund is a Guaranteed Sub - Account, whereby Crediteo Interest Rates, not less than the Guaranteed Interest Rate, are credited to Deposits held for varying Interest Guarantee Periods. The Company may offer Certificates to the Group Policyholder who may by Written Request Allocate any Deposit in respect of the Participant to any one Certificate. The Group Policyholder in respect of the Participant may Allocate Deposits only to those Certificates currently being offered by the Company. If the Group Policyholder in respect of the Participant Allocates Contributions to Certificates not currently offered by the Company, the Company may return such Contributions, Allocate such Contributions to a currently offered Certificate, or Allocate such Contributions to another currently offered Guaranteed Sub- Account. DEF IN IT IONS Certificates - represents the amount Depositeo into the Guaranteed Certificate Fund under each Interest Guarantee Period. Each Certificate has its own interest rate and Term. Term - the duration of the Certificate which begins on the first day of the calendar quarter following the date of the Deposit and ends on the date specified by the Company. The number of Terms available may be limited by the Company. Certificate Maturity Date - the last day of the Term. Interest Guarantee Period - the period from the date of the Deposit to the Certificate Maturity Date. Credited Interest Rate Subject to the provisions on Application of Certificate on Partial Surrender, Surrender, or Retirement, a Deposit to the Guaranteed Certificate Fund will earn a Credited Interest Rate for the Certificate's Interest Guarantee Period. The Credited Interest Rate will be compounded daily, and on an annual effective basis will not be less than the Guaranteed Interest Rate. Certificate-maturity Prior to the Certificate Maturity Date, the Company will offer a Guaranteed Sub- Account into which the value of the Certificate will be Deposited on its Maturity Date. The Guaranteed Sub- Account so offered may be either the Guaranteed Certificate Fund or another Guaranteed Sub - Account. Guaranteed Certificate Fund Rider - 1 0 GJIRANTEED CERTIFICATE FUND SUB - ACCOUNT RIDER (continued) If the Guaranteed Certificate Fund is offered, the value of the �'ertificate.c. its Maturity Date will establish a new Certificate which has its ov ;n interest rate and Term. The Credited Interest Rate of tnis new Certificate may be higher or lower than the Credited Interest Rate of any other Certificate or Deposit. If another Guaranteed Sub- Account is offered, the value of the Certificate on its Maturity Date will be Deposited into that Guaranteed Sub - Account. The Credited Interest Rate of this Deposit may be higher or lower than the Credited Interest Rate of any other Deposit. The Participant may Elect by Written Request to Transfer the value of the Certificate on its Maturity Date. Interest Guarantee Period Modification On 30 days' written notice to the Group Policyholder in respect of the Participant the Company may Modify the Interest Guarantee Perioc of ax.nts previously Deposited.into the Guaranteed Certificate Fund. If such Modification is made, the Group Policyholaer in respect of the Participant may, within 30 days of notification, by Written Request Elect the Transfer or Surrender of any or all of these amounts without incurring the Contingent Deferred Sales Charge, and interest will be applied to the date of Transfer or Surrender at the Crediteo Interest Rate applicable prior to the date of Modification. Transfers The following provisions will apply to the Transfer of amounts to or fro:. the Guaranteed Certificate Fund: if any amount has been Transferred out of the Guaranteed Certificate Funo, no Transfer into the Guaranteed Certificate Fund may be mace for 93 continuous days from the date of the Transfer out. a Transfer from the Guaranteed Certificate Fund may be made only on the Maturity Date of the Certificate under the Guaranteed Certificate Fund. The amount that is then available for Transfer is the value of that Certificate on its Maturity Date. the Group Policyholder's Written Request to Transfer from the Guaranteec Certificate Fund must be received by the Company no later than 15 days prior to the Maturity Date of the Certificate. the terms of the provisions on Transfers will apply to any Transfer to or from the Guaranteed Certificate Fund. Guaranteed Certificate Fund Rider - 2 A. G.AR= '17HE'D CERTIFICATE FUND SUE- ACCOUNT RIDER (continued/ oli cat i0 fire i'-'It e On Death, Partial Surrender, Surrender, or If any amount Deposited into a Certificate of the Guaranteed Certificate Func is Applied prior to the Maturity Date of the Certificate under the provisions concerning Amount Payable On Deatn of Participant, Partial Surrender, Surrender, or Retirement the Amount Applied will receive the Credited Interest Rate from the date of Deposit to the date the Amount is Applied. Value of Guaranteed Certificate Fund The value of the Guaranteed Certificate Fund in respect or the Participant will be determined by adding his /her Guaranteed Sub - Account's Contributions, interest, and Transfers from other Guaranteed Sub- Accounts ano from Variable Sub - Accounts, and subtracting his /her Partial Surrenders, Surrenders, H'nbunts Payable on Deatn, Amounts Applied under a Nctn-d of Pay -rent Liption, Transfers to other Guaranteed Sub - Accounts and to Variable Sub - Accounts, Transfer Charges, Contract Maintenance Charge, Asset Management Fee, ant, Pre,;,i„rn, Tax. This Rider, unless and until Pbdified, forms part of the Group Annuity Contract. 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