0001193125-26-173579.txt : 20260423 0001193125-26-173579.hdr.sgml : 20260423 20260423154453 ACCESSION NUMBER: 0001193125-26-173579 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 20260423 DATE AS OF CHANGE: 20260423 EFFECTIVENESS DATE: 20260501 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AGL SEPARATE ACCOUNT VL-R CENTRAL INDEX KEY: 0001051485 ORGANIZATION NAME: EIN: 250598210 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-08561 FILM NUMBER: 26888273 BUSINESS ADDRESS: STREET 1: 2727-A ALLEN PARKWAY CITY: HOUSTON STATE: TX ZIP: 77019 BUSINESS PHONE: 713-522-1111 MAIL ADDRESS: STREET 1: 2727-A ALLEN PARKWAY CITY: HOUSTON STATE: TX ZIP: 77019 FORMER COMPANY: FORMER CONFORMED NAME: AGL SEPARATE ACCOUNT VL R DATE OF NAME CHANGE: 19990907 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN GENERAL LIFE INSURANCE CO SEPARATE ACCOUNT VL R DATE OF NAME CHANGE: 19971216 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AGL SEPARATE ACCOUNT VL-R CENTRAL INDEX KEY: 0001051485 ORGANIZATION NAME: EIN: 250598210 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 333-196172 FILM NUMBER: 26888272 BUSINESS ADDRESS: STREET 1: 2727-A ALLEN PARKWAY CITY: HOUSTON STATE: TX ZIP: 77019 BUSINESS PHONE: 713-522-1111 MAIL ADDRESS: STREET 1: 2727-A ALLEN PARKWAY CITY: HOUSTON STATE: TX ZIP: 77019 FORMER COMPANY: FORMER CONFORMED NAME: AGL SEPARATE ACCOUNT VL R DATE OF NAME CHANGE: 19990907 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN GENERAL LIFE INSURANCE CO SEPARATE ACCOUNT VL R DATE OF NAME CHANGE: 19971216 0001051485 S000000574 AGL SEPARATE ACCOUNT VL-R C000144540 Platinum Choice VUL 2 485BPOS 1 d43210d485bpos.htm PLATINUM CHOICE VUL 2 Platinum Choice VUL 2
Registration Nos. 333-196172
811-08561
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549  
  
FORM [N-6]
 
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
 
Pre-effective Amendment No.
☒
Post-Effective Amendment No. [23]
☐
and/or
 
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
 
Amendment No. [218]
☒
 
 
AMERICAN GENERAL LIFE INSURANCE COMPANY SEPARATE ACCOUNT VL-R
(Exact Name of Registrant)  
 
AMERICAN GENERAL LIFE INSURANCE COMPANY
(Name of Depositor)  
 
2727-A Allen Parkway
Houston, Texas 77019-2191
(Address of Depositor’s Principal Executive Offices) (Zip Code)
(800) 871-2000
(Depositor’s Telephone Number, including Area Code)
Trina Sandoval, Esq.
American General Life Insurance Company
21650 Oxnard Street
Woodland Hills, California 91367
(Name and Address of Agent for Service for Depositor and Registrant)
Copy to:
Kim DeGennaro, Esq.
American General Life Insurance Company
2919 Allen Parkway, L4-01
Houston, Texas 77019  
  
Approximate Date of Proposed Public Offering: Continuous.
It is proposed that this filing will become effective (check appropriate box)
☐
immediately upon filing pursuant to paragraph (b) of Rule 485
☒
on May 1, 2026 pursuant to paragraph (b) of Rule 485
☐
60 days after filing pursuant to paragraph (a)(1) of Rule 485
☐
on (date) pursuant to paragraph (a)(1) of Rule 485
If appropriate, check the following box:
☐
This post-effective amendment designates a new effective date for a previously filed post-effective amendment.
 

PLATINUM CHOICE VUL 2
FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE INSURANCE POLICIES (the “Policies”) issued by American General Life Insurance Company (“AGL,” “Company,” “we,” or “us”) through its Separate Account VL-R (“Separate Account”)
This Prospectus is dated May 1, 2026
This prospectus describes all material rights and features of the Platinum Choice VUL 2 flexible premium variable universal life insurance Policies issued by AGL. The Policies were formerly named AG Platinum Choice VUL 2.
The Policies provide life insurance coverage with flexibility in death benefits, premium payments and investment options. During the lifetime of the insured person, you may designate or change the beneficiary to whom the death benefit is paid upon the insured person’s death. The Policy owner and the insured person can be the same person. Our use of “you” generally means the owner and insured person are the same person. You choose one of two death benefit Options.
The “Index of Special Words and Phrases” will refer you to pages that contain more information about many of the words and phrases that we use in this prospectus. All of the words and phrases listed in the Index will be underlined and written in bold the first time they appear in this prospectus. Please check the Index of Special Words and Phrases to locate the page in this prospectus that will help to explain each underlined and bolded word or phrase listed in the Index.
This prospectus generally describes the investment options available under the Policy. The AGL fixed interest account (“Fixed Account”) is the fixed investment option for these Policies. You can also invest in one or more of the Policy’s underlying mutual funds (“Funds”) through the Policy’s variable investment options.
Please read this prospectus carefully and keep it for future reference.
There is no guaranteed cash surrender value for amounts allocated to the variable investment options.
During the first 5 Policy years, if the accumulation value reduced by any outstanding loan amount is insufficient to
cover the charges due under the Policy, the Policy may terminate without value.
After the first 5 Policy years, if the cash surrender value (the accumulation value less any applicable surrender charge, less any outstanding loan amount) is insufficient to cover the charges due under the Policy, the Policy may terminate without value.
Buying this Policy might not be a good way of replacing your existing insurance or adding more insurance. We offer several different insurance policies to meet the diverse needs of our customers. Our policies provide different features, benefits, programs and investment options offered at different fees and expenses. When working with your insurance representative to determine the best product to meet your needs, you should consider among other things, whether the features of this Policy and the related fees provide the most appropriate package to help you meet your life insurance needs. You should consult with your insurance representative or financial advisor.
Neither the Securities and Exchange Commission (“SEC”) nor any state securities commission has approved or disapproved these securities or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense.
The Policies are not insured by the FDIC, The Federal Reserve Board or any similar agency. They are not a deposit or other obligation of, nor are they guaranteed or endorsed by, any bank or depository institution. An investment in a variable universal life insurance policy is subject to investment risks, including possible loss of principal invested.
Effective March 19, 2021, AGL no longer sells these Policies, but we continue to accept premiums under existing Policies. The Policies were available in all states except New York. This prospectus does not offer the Policies in any jurisdiction where they cannot be lawfully sold. You should rely only on the information contained in this prospectus, or on sales materials we have approved or that we have referred you to. We have not authorized anyone to provide you with information that is different. Please read the prospectus carefully for more detailed information regarding features and benefits of the Policy, as well as the risks of investing.
Additional information about certain investment products, including variable life insurance, has been prepared by the Securities and Exchange Commission’s staff and is available at Investor.gov.
Table of Contents
 
 
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2
IMPORTANT INFORMATION YOU SHOULD CONSIDER ABOUT THE POLICY
 
 
FEES AND EXPENSES
Location in
Prospectus
Charges for Early
Withdrawals
Early withdrawals under the Policy are subject to surrender charges.
• Policies with an application signed on or after October 7, 2019. If you
withdraw money from your Policy within 19 Policy years after you
purchase the Policy or increase the Policy’s specified amount, you will be
assessed a surrender charge of up to 5% of the specified amount,
declining to 0% over that time period.
• Policies with an application signed before October 7, 2019. If you
withdraw money from your Policy within 9 Policy years after you purchase
the Policy or increase the Policy’s specified amount, you will be assessed a
surrender charge of up to 4.5% of the specified amount, declining to 0%
over that time period.
For example, assuming your Policy has $100,000 in specified amount and
you make an early withdrawal, you could pay a surrender charge of up to
$5,000 if your Policy application was signed on or after October 7, 2019 or
$4,500 if your Policy application was signed before October 7, 2019.
Fee Table
 
Charges Under the
Policy – Surrender
Charge
Transaction Charges
In addition to surrender charges, you may also be charged for other
transactions. You may be subject to charges upon making premium
payments, taking partial surrenders, transferring accumulation value between
investment options, requesting Policy illustrations, and exercising certain
riders. There may also be taxes on premium payments.
Fee Table
 
Charges Under the
Policy
Ongoing Fees and
Expenses (annual
charges)
In addition to surrender charges and transaction charges, an investment in
the Policy is subject to certain ongoing fees and expenses, including fees and
expenses covering the cost of insurance under the Policy, the cost of optional
benefits available under the Policy, and loan interest on outstanding Policy
loans. Certain such fees and expenses are set based on characteristics of the
insured (e.g., age, sex, and rating classification). You should view your
Policy’s specifications page for rates applicable to your Policy.
You will also bear expenses associated with the Funds under the Policy, as
shown in the following table:
Fee Table
 
Charges Under the
Policy
 
APPENDIX A – FUNDS
AVAILABLE UNDER THE
POLICY
Annual Fee
Minimum
Maximum
Investment options
0.31
2.44
 
RISKS
 
Risk of Loss
You can gain or lose money by investing in this Policy, including possible
loss of your principal investment.
Principal Risks of
Investing in the Policy
Not a Short- Term
Investment
• This Policy is not designed for short-term investing and may not be
appropriate for an investor who needs ready access to cash.
• If you fully or partially surrender the Policy, you may be subject to income
taxes and significant surrender charges.
• A full surrender terminates the Policy, including all Policy benefits. A fully
surrendered Policy cannot be reinstated.
• Partial surrenders reduce your death benefit and may reduce or terminate
other Policy benefits. Partial surrenders are not available until after the first
Policy year, must be at least $500, and must not reduce the death benefit
below $100,000.
Principal Risks of
Investing in the Policy
 
POLICY
TRANSACTIONS
Risks Associated with
• An investment in this Policy is subject to the risk of poor investment
performance and can vary depending on the performance of the
investment options available under the Policy.
Principal Risks of
Investing in the Policy
3
 
RISKS
Location in
Prospectus
Investment Options
• Each investment option (including the Fixed Account) has its own unique
risks.
• You should review the investment options before making an investment
decision.
 
Insurance Company
Risks
An investment in the Policy is subject to the risks related to us, American
General Life Insurance Company (“AGL”). Any obligations (including under
the Fixed Account), guarantees, or benefits of the Policy are subject to our
claims-paying ability. More information about us is available upon request by
calling our Administrative Center at 1-800-340-2765 or by visiting
www.corebridgefinancial.com/AGVUL.
Principal Risks of
Investing in the Policy
 
GENERAL
INFORMATION –
American General Life
Insurance Company
 
Fixed Account
Contract Lapse
Insufficient premium payments, fees and expenses, poor investment
performance, partial surrenders, and unpaid loans or loan interest may cause
the Policy to lapse. Your policy lapse may also be considered a tax reportable
event. There is a cost associated with reinstating a lapsed Policy. Death
benefits will not be paid if the Policy has lapsed.
Principal Risks of
Investing in the Policy
 
Policy Lapse and
Reinstatement
 
RESTRICTIONS
 
Investments
• Certain investment options may not be available under your Policy.
• We will assess a charge for each transfer between variable investment
options after the 12th transfer in a Policy year.
• Your transfers between the variable investment options are subject to
policies designed to deter market timing.
• You may transfer amounts from the Fixed Account only during the 60 days
following each Policy anniversary, and the transferrable amount is limited
to the greater of 25% of the Fixed Account’s unloaned accumulation value
or the amount you transferred from the Fixed Account during the prior
Policy year.
• The minimum transfer amount from an investment option is $500. If less
than $500 would remain in an investment option after a transfer, the entire
amount must be transferred.
We reserve the right to remove or substitute Funds as investment options
Variable Investment
Options
 
Policy Features –
Changing Your
Investment Option
Allocation
 
Fixed Account
 
Additional Rights We
Have
 
APPENDIX A – FUNDS
AVAILABLE UNDER THE
POLICY
Optional Benefits
• Additional restrictions and limitations apply under the Policy’s optional
benefits.
• Withdrawals that exceed limits specified by the terms of an optional benefit
may affect the availability of the benefit by reducing the benefit by an
amount greater than the value withdrawn and could terminate the benefit.
• If you own or exercise certain optional benefits, not all investment options
are available. You must invest in accordance with the applicable investment
requirements. We reserve the right to modify the investment requirements
at any time.
Other Benefits
Available Under the
Policy – Optional
Benefits
 
Additional Information
About Policy Riders
4
 
TAXES
Location in
Prospectus
Tax Implications
• You should consult with a tax professional to determine the tax
implications of an investment in and payments received under the Policy.
• If you purchased the Policy through a tax-qualified plan, there is no
additional tax benefit under the Policy. Earnings under your Policy are
taxed at ordinary income tax rates when withdrawn. If your Policy is a
modified endowment contract, you may have to pay a tax penalty if you
take a withdrawal before age 59½.
• The tax treatment of withdrawals and loans under the Policy may differ.
Federal Tax
Considerations
 
CONFLICTS OF INTEREST
 
Investment
Professional
Compensation
Your financial representative may receive compensation for selling this Policy
to you in the form of commissions, additional cash compensation, and/or
non-cash compensation. We may share the revenue we earn on this Policy
with your financial representative’s firm. Revenue sharing arrangements and
commissions may provide selling firms and/or their registered
representatives with an incentive to favor sales of our policies over other
variable life insurance policies (or other investments) with respect to which a
selling firm does not receive the same level of additional compensation.
Federal Tax
Considerations
Exchanges
Some financial representatives may have a financial incentive to offer you a
new policy in place of the one you already own. You should exchange a
policy you already own only if you determine, after comparing the features,
fees, and risks of both policies, that it is better for you to purchase the new
contract rather than continue to own your existing policy.
Charges Under the
Policy-Distribution of
the Policies
5
OVERVIEW OF THE POLICY
Purpose
The Policy is a variable universal life insurance policy. It provides for a death benefit to help financially protect your chosen beneficiary. This Policy may be appropriate for you if you have a long investment time horizon and the Policy’s terms and conditions are consistent with your financial goals. It is not intended for people whose liquidity needs require early or frequent withdrawals or for people who intend to frequently trade in the Policy’s variable investment options.
We pay death benefit proceeds to the chosen beneficiary when the insured person under the Policy dies. You tell us how much life insurance coverage you want. We call this the “specified amount” of insurance. Death benefit proceeds will be decreased by any outstanding Policy loans and loan interest. We also provide a guarantee of a death benefit, contingent upon payment of the required premiums, equal to the specified amount (less any indebtedness) and any benefit riders for a specified period.
Premiums
After you pay the initial premium, you can generally pay premiums at any time and in any amount (i.e., flexible premiums). Your ability to make premium payments may be restricted by federal tax law. We reserve the right to reject any premium.
Payment of insufficient premiums may result in a lapse of your Policy. You may need to pay extra premiums to prevent a lapse, even if you make planned or automatic premium payments. Your Policy will remain in force so long as it has enough value to pay the charges due under the Policy.
•
During the first 5 Policy years, your Policy will remain in force as long as (i) you invest enough to ensure that your Policy’s accumulation value, less any outstanding loan amount, is sufficient to cover charges due under the Policy or (ii) any applicable “guarantee period benefit” rider (i.e., lapse protection benefit rider or 20-year benefit rider) remains in effect.
•
After the first 5 Policy years, your Policy will remain in force as long as (i) you invest enough to ensure that your Policy’s cash surrender value (i.e., the accumulation value less any applicable surrender charge and outstanding loan amount) is sufficient to cover charges due under the Policy or (ii) any applicable guarantee period benefit rider remains in effect.
You may allocate your premiums and accumulation value among the Policy’s available investment options. The investment options include:
•
Variable investment options. When you invest in a variable investment option, you are indirectly investing in the variable investment option’s underlying Fund. The Funds have different investment objectives, strategies, and risks. You can gain or lose money if you invest in a variable investment option.
Additional information about each Fund is provided in an appendix to this prospectus. Please refer to APPENDIX A – FUNDS AVAILABLE UNDER THE POLICY.
•
Fixed Account. When you invest in the Fixed Account, your principal is guaranteed and earns interest based on a rate set and guaranteed by the AGL. The minimum annual effective interest rate is 2%. We may declare higher rates of interest, but are not obligated to do so.
Your accumulation value is the sum of your amounts in the variable investment options and the Fixed Account. Your accumulation value will vary from day to day, depending on the investment performance of the variable investment options you choose, interest we credit to your Fixed Account investments, charges we deduct, and other transactions under the Policy (e.g., partial surrenders and loans).
Policy Features
•
Flexibility. The Policy is designed to be flexible. While the insured person is living, you, as the owner of the Policy, may exercise all of the rights and options described in the Policy. You may, within limits, (1) change the amount of insurance, (2) borrow or withdraw amounts you have invested, (3) choose when and how much you invest, (4) choose whether your accumulation value upon the insured person’s death will be added to the insurance proceeds we otherwise will pay to the beneficiary, and (5) add or delete certain other optional benefits that we make available by rider to your Policy.
•
Accessing Your Money. At any time while the Policy is in force, you may fully surrender your Policy in return for its cash surrender value. A full surrender will terminate your Policy and it cannot be reinstated. At any time after the first Policy year and before the Policy’s maturity date, you may partially surrender your Policy’s cash surrender value. A partial surrender must be at least $500 and must not reduce the death benefit below $100,000. Partial surrenders will also reduce your
6
accumulation value and death benefit and will increase your risk of lapse. Both full and partial surrenders may be subject to surrender charges and surrender processing fees, and may have adverse tax consequences.
•
Death Benefit Options. You must choose between death benefit Option 1 or Option 2 at the time of your application. After choosing a death benefit option, you may change it at any time before the Policy’s maturity date.
○
Death Benefit Option 1: Provides for a death benefit that is equal to the specified amount on the date of the insured person’s death.
○
Death Benefit Option 2: Provides for a death benefit that is equal to the sum of (a) the specified amount on the date of the insured person’s death and (b) the Policy’s accumulation value as of the date of death.
•
Loans. You may take a loan from your Policy at any time. The maximum loan amount you may take is equal to your Policy’s cash surrender value less three times the amount of the charges we assess against your accumulation value on a monthly basis, less loan interest that will be payable on your loan to your next Policy anniversary. We reserve the right at any time to limit the maximum loan amount to 90% of your accumulation value. The minimum loan you may take is $500. When you take a loan, we remove from your investment options an amount equal to your loan and hold that part of your accumulation value in the Fixed Account as loan collateral. Interest on outstanding loans accrues daily at a net maximum annual effective rate of 0.75%. After the 10th Policy year, you may take preferred loans from your Policy, subject to limitations. Preferred loans accrue daily interest at a net maximum annual effective rate of 0.25%. Taking a loan may have tax consequences, will reduce the death benefit, and will increase your risk of lapse.
•
Tax Treatment. The Policy is designed to afford the tax treatment normally accorded life insurance contracts under federal tax law. Generally, under current federal tax law, the death benefit under a qualifying life insurance policy is excludable from the gross income of the beneficiary. In addition, under a qualifying life insurance policy, cash value builds up on a tax deferred basis and transfers of cash value among the available investment options under the policy may be made income tax free. The tax treatment of Policy loans and distributions may vary depending on whether the Policy is a modified endowment contract. See “Federal Tax Considerations” for further information. You should consult a tax advisor regarding all tax considerations relating to your Policy, including the Internal Revenue Code’s limits on premiums that may be paid on life insurance policies.
•
Supplemental Benefit Riders. The Policy offers additional benefits, or “riders,” that provide you with supplemental benefits under the Policy. Certain riders are no longer available or may not have been available in certain states. Certain riders may have been automatically added to your Policy depending on when your Policy was issued and the other riders you elected, if any. The Policy’s supplemental benefit riders include:
○
Riders increasing or guaranteeing the amount payable upon surrender of the Policy (i.e., enhanced surrender value / return of premium rider; guaranteed minimum cash value rider). These riders are not subject to an additional charge.
○
Riders that increase the amount payable upon your death or make an amount payable upon the death of a family member or another person (i.e., accidental death benefit rider; children’s term life insurance rider; spouse term rider). These riders are subject to an additional charge.
○
Riders that pay a benefit, or that help you keep the Policy in force, if you become terminally ill or disabled (i.e., terminal illness rider; waiver of monthly deduction rider; waiver of specified premium rider; Accelerated Access SolutionSM / chronic illness accelerated death benefit rider). These riders are subject to an additional charge.
○
Riders that help prevent your Policy from lapsing (i.e., lapse protection benefit rider; 20-year benefit rider; overloan protection rider). The lapse protection benefit rider and overloan protection rider may be subject to an additional charge depending on when it was added to your Policy. The 20-year benefit rider is not subject to an additional charge.
○
A rider that provides for payment to the beneficiary of all or part of the death benefit in installment payments (i.e., death benefit installment rider / select income rider). This rider is not subject to an additional charge.
•
Additional Features and Services. Additional features and services under the Policy are summarized below. There are no additional charges associated with these features and services. Not all features and services may be available under your Policy.
○
Planned Periodic Premiums. You can select a planned periodic premium plan to pay premiums on a monthly, quarterly, semi-annual, or annual basis. You are not required to pay premiums according to a selected plan.
7
○
Automatic Premium Payments. You may choose to have premiums automatically deducted from your bank account or other source under our automatic payment plan.
○
Dollar Cost Averaging (DCA). The dollar cost averaging feature automatically transfers accumulation value from a variable investment option of your choice to one or more other variable investment options on a regular basis. Automatic transfers do not count towards the number of free transfers per Policy year.
○
Automatic Rebalancing. The automatic rebalancing feature automatically rebalances your accumulation value in the variable investment options to correspond to your premium allocation designation. Automatic rebalancing does not count towards the number of free transfers per Policy year.
○
Account Value Enhancement. This feature may provide for a credit to your accumulation value at the end of the 21st Policy year and at the end of each Policy year thereafter.
8
FEE TABLE
The following tables describe the fees and expenses that you will pay when buying, owning, and surrendering or making withdrawals from the Policy. Please refer to your Policy specifications page for information about the specific fees you will pay each year based on the options you have elected.
The first table describes the fees and expenses that you will pay at the time that you buy the Policy, surrender or make withdrawals from the Policy, or transfer cash value between investment options. 
Transaction Fees
Charge
When Charge is Deducted
Amount Deducted
Premium Expense Charge
Upon receipt of each premium
payment
 
For Policies with an application
received on or after May 30,
20201
 
Minimum Charge
2% as a percentage of the remaining premium payment after
deduction of any premium taxes
Maximum Charge
25% as a percentage of the remaining premium payment after
deduction of any premium taxes
Charge for a representative
insured – 38 year old male,
preferred non-tobacco, with a
specified amount of $360,000
Year 1: 20%
Years 2-10: 20.3%
Years 11+ : 10.1%
For Policies with an application
signed on or after October 7,
2019 through May 29, 20201
 
 
Minimum Charge
 
2% as a percentage of the remaining premium payment after
deduction of any premium taxes
Maximum Charge
 
25% as a percentage of the remaining premium payment after
deduction of any premium taxes
Charge for a representative
insured – 38 year old male,
preferred non-tobacco, with a
specified amount of $360,000
 
Year 1-5: 15%
Years 2-10: 11%
Years 11+: 5.7%
For Policies with an application
signed before October 7, 20192
 
10% as a percentage of the remaining premium payment after
deduction of any premium taxes
Premium Taxes3
Upon receipt of each premium
payment
3.5% of the premium payment
Surrender Charge4
Upon a partial or full surrender
 
For Policies with an application
signed on or after October 7,
2019
 
 
Minimum Charge
 
$3 per $1,000 of specified amount
Maximum Charge
 
$50 per $1,000 of specified amount
Charge for a representative
insured – 38 year old male,
preferred non-tobacco, with a
specified amount of $360,000
 
$24 per $1,000 of specified amount
9
Transaction Fees
Charge
When Charge is Deducted
Amount Deducted
For Policies with an application
signed before October 7, 2019
 
 
Minimum Charge
$2 per $1,000 of specified amount
Maximum Charge
$45 per $1,000 of specified amount
Charge for a representative
insured – 38 year old male,
preferred non-tobacco, with a
specified amount of $360,000
$19 per $1,000 of specified amount
Partial Surrender Processing
Fee
Upon a partial surrender
The lesser of $25 or 2.0% of the amount of the partial
surrender
 
(Current charge: The lesser of $10 or 2.0% of the amount of
the partial surrender)
Transfer Fees5
Upon a transfer of
accumulation value after the
first 12 transfers in a Policy
year
$25 for each transfer
 
(Current charge: $25 for each transfer)
Illustration Charge
Upon each request after the
first in a Policy year
$25
 
(Current charge: $0)
Overloan Protection Rider
At time of rider exercise
5.0% of accumulation value
 
(Current charge: 3.5% of accumulation value)
Terminal Illness Rider –
Administrative Fee
At time of rider claim
$250
 
(Current charge: $150)
1
For Policies with an application received on or after May 30, 2020 or signed on or after October 7, 2019 through May 29, 2020, the premium expense charge varies based on individual characteristics (sex, age, and premium class), Policy year, and specified amount. The maximum guaranteed charge is a flat 25%; current charges may vary. The current minimum charge is 2%. The current charge for the representative insured as shown in the table is as follows:
•
For Policies with an application received on or after May 30, 2020, 20% in Policy year 1, 20.3% in Policy years 2-10, and 10.1% in Policy years 11+.
•
For Policies with an application signed on or after October 7, 2019 through May 29, 2020, 15% in Policy year 1, 11% in Policy years 2-10, and 5.7% in Policy years 11+.
The current charge for the representative insured as shown in the table may not be representative of the charge you will pay. More detailed information concerning your premium expense charge is available free of charge on request from our Administrative Center shown under “Contact Information.”
2
For Policies with an application signed:
•
On or after July 1, 2018 through October 6, 2019, the current charge is: 5% in Policy years 1-5, 2% in Policy years 6-10, and 2% in Policy years 11+.
•
On or after July 1, 2017 through June 30, 2018, the current charge is: 7% in Policy years 1-5, 5% in Policy years 6-10, and 2% in Policy years 11+.
•
On or before June 30, 2017, the current charge is 9% in Policy years 1-5, 5% in Policy years 6-10, and 2% in Policy years 11+.
10
3
Statutory premium tax rates vary depending on the state in which the Policy owner resides. These taxes, if any, currently range from 0.5% to 3.5%.
4
The surrender charge period varies depending on when you applied for your Policy.
•
Policies with an application signed on or after October 7, 2019, have a surrender charge that applies for the first 19 Policy years and for 19 Policy years following an increase in the Policy’s specified amount.
•
Policies with an application signed before October 7, 2019, have a surrender charge that applies for the first 9 Policy years and for 9 Policy years following an increase in the Policy’s specified amount.
The surrender charge declines to 0% over the surrender charge period. The surrender charge varies based on individual characteristics (sex, age, and premium class), Policy year, and specified amount. The charge for the representative insured as shown in the table may not be representative of the charge you will pay. More detailed information concerning your surrender charge is available free of charge on request from our Administrative Center shown under “Contact Information.”
5
Transfers to or from the Fixed Account, and transfers under the automatic rebalancing and dollar cost averaging features, do not count toward the annual 12 free transfers.
The next table describes the fees and expenses that you will pay periodically during the time that you own the Policy, not including Fund fees and expenses. 
Periodic Charges Other Than Annual Fund Expenses
Charge
When Charge is
Deducted
Amount Deducted
Base Policy Charges
Cost of Insurance1
Monthly
 
For Policies with an application signed on or after
October 7, 2019
 
 
Minimum charge
 
$0.03 per $1,000 of net amount at risk2
Maximum charge
 
$83.33 per $1,000 of net amount at risk
Charge for a representative insured – 38 year old
male, preferred non-tobacco, with a specified
amount of $360,000
 
$0.11 per $1,000 of net amount at risk3
For Policies with an application signed before
October 7, 2019
 
 
Minimum charge
 
$0.02 per $1,000 of net amount at risk4
Maximum charge
 
$83.33 per $1,000 of net amount at risk
Charge for a representative insured – 38 year old
male, preferred non-tobacco, with a specified
amount of $360,000
 
$0.11 per $1,000 of net amount at risk5
Monthly Charge per $1,000 of Specified
Amount6
Monthly
 
For Policies with an application signed on or after
October 7, 2019
 
 
Minimum charge
 
$0.11 per $1,000 of specified amount
Maximum charge
 
$1.59 per $1,000 of specified amount
Charge for a representative insured – 38 year old
male with a specified amount of $360,000
 
$0.34 per $1,000 of specified amount
For Policies with an application signed before
October 7, 2019
 
 
Minimum charge
 
$0.07 per $1,000 of specified amount
Maximum charge
 
$1.27 per $1,000 of specified amount
Charge for a representative insured – 38 year old
male with a specified amount of $360,000
 
$0.27 per $1,000 of specified amount
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Periodic Charges Other Than Annual Fund Expenses
Charge
When Charge is
Deducted
Amount Deducted
Daily Charge (Mortality and Expense Risk Fee)7
Daily
0.70% as an annualized percentage of
accumulation value invested in the variable
investment options
Flat Monthly Charge
Monthly
$10
Loan Interest Spread8
Annually
0.75% as a percentage of outstanding loans and
loan interest
Optional Benefit Charges
Accidental Death Benefit Rider9
Monthly
 
Minimum Charge
 
$0.07 per $1,000 of rider coverage
Maximum Charge
 
$0.15 per $1,000 of rider coverage
Charge for a Representative Insured – 38 year old
male
 
$0.09 per $1,000 of rider coverage
Children’s Term Life Insurance Rider
Monthly
$0.48 per $1,000 of rider coverage
Spouse Term Rider9
Monthly
 
Minimum Charge
 
$0.07 per $1,000 of rider coverage
Maximum Charge
 
$7.31 per $1,000 of rider coverage
Charge for a representative insured – 38 year old
male, preferred non-tobacco
 
$0.14 per $1,000 of rider coverage
Waiver of Monthly Deduction Rider9
Monthly
 
Minimum Charge
 
$0.01 per $1,000 of net amount at risk
attributable to the Policy
Maximum Charge
 
$0.64 per $1,000 of net amount at risk
attributable to the Policy
Charge for a representative insured – 38 year old
 
$0.02 per $1,000 of net amount at risk
attributable to the Policy
Terminal Illness Rider – Interest on Rider
Benefits
At the time the rider
benefit is paid and each
Policy anniversary
thereafter
As a percentage of rider benefits, greatest of : (1)
current yield on 90 day U.S. Treasury Bills; or (2)
Moody’s Corporate Bond Yield Average Monthly
Average Corporates for month of October
preceding calendar year for which loan interest
rate is determined; or (3) interest rate used to
calculate cash values in Fixed Account at the time
the charge is assessed, plus 1%10
Waiver of Specified Premium Rider9
Monthly
 
Minimum Charge
 
$0.05 per $1 of benefit payable under the rider
Maximum Charge
 
$0.26 per $1 of benefit payable under the rider
Charge for a representative insured – 38 year old
male
 
$0.07 per $1 of benefit payable under the rider
Accelerated Access SolutionSM / Chronic Illness
Accelerated Death Benefit Rider9
Monthly
 
Minimum Charge
 
$0.04 per $1,000 of rider net amount at risk
Maximum Charge
 
$4.70 per $1,000 of rider net amount at risk
Charge for a representative insured – 38 year old
male, preferred non-tobacco, with a specified
amount of $360,000
 
$0.09 per $1,000 of rider net amount at risk
Lapse Protection Benefit Rider11
Monthly
$0.0008 per $1,000 of rider net amount at risk
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1
The Cost of Insurance Charge varies based on individual characteristics (sex, age, and premium class), Policy year, and specified amount. The charge for the representative insured as shown in the table may not be representative of the charge you will pay. Your Policy will indicate the maximum guaranteed charge applicable to your Policy. More detailed information concerning your charge is available on request from our Administrative Center shown under “Contact Information.” Also see “Illustrations.”
2
The current minimum charge is $0.02 per $1,000 of net amount at risk.
3
The current charge for the representative insured is $0.10 to $32.95 per $1,000 of net amount at risk.
4
The current minimum charge is $0.01 per $1,000 of net amount at risk.
5
For Policies with an application signed on or after July 1, 2017 through October 6, 2019, the current charge for the representative insured is $0.05 per $1,000 of net amount at risk. For Policies with an application signed on or before June 30, 2017, the current charge for the representative insured is $0.04 per $1,000 of net amount at risk.
6
This charge is assessed during the first 5 Policy years and during the first 5 Policy years following an increase in specified amount. The charge assessed during the 5 Policy years following an increase in specified amount is only upon the amount of the increase in specified amount. The charge varies based on individual characteristics (sex, age, and premium class). The charge for the representative insured as shown in the table may not be representative of the charge you will pay. More detailed information concerning your Monthly Charge per $1,000 of specified amount is available in your Policy and on request from our Administrative Center, or from your AGL representative.
7
The maximum daily charge decreases over time as follows: 0.70% in Policy years 1-10, 0.35% in Policy years 11-20, and 0.15% in Policy years 21+. The current daily charge is as follows: 0.25% in Policy years 1-10, 0.05% in Policy years 11-20, and 0.00% in Policy years 21+.
8
The loan interest spread is the difference between the amount of interest we charge you at the end of each Policy year for a loan (guaranteed not to exceed an effective annual rate of 4.75% for non-preferred loans and 4.25% for preferred loans) and the amount of interest we credit to the portion of your accumulation value in the Fixed Account used as collateral for the loan (an effective annual rate of 4.00% guaranteed). After the 10th Policy Year, you may take preferred loans from your Policy, limited each Policy year to an amount no greater than 10% of your accumulation value. The maximum loan interest spread on preferred loans is 0.25%.
9
The charge varies based on individual characteristics (sex, age, and/or premium class). The charge for the representative insured as shown in the table may not be representative of the charge you will pay. More information about the charge may be found under “Monthly charges for Policy Riders.” You may also review the terms of your rider.
10
In California, Delaware, Washington D.C., Florida, North Dakota, and South Dakota, interest on benefits will be the greater of only items (2) or (3).
11
For Policies with an application signed on or after October 7, 2019, no additional charge applies.
The next table shows the minimum and maximum total operating expenses charged by the Funds that you may pay periodically during the time that you own the Policy. A complete list of Funds available under the Policy, including their annual expenses, may be found at the back of this document. Please see APPENDIX A – FUNDS AVAILABLE UNDER THE POLICY. 
Annual Fund Expenses
Minimum
Maximum
Expenses that are deducted from Fund assets, including management fees, distribution and/or service
(12b-1) fees, and other expenses.
0.31
2.44
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PRINCIPAL RISKS OF INVESTING IN THE POLICY
Risk of Loss. Variable life insurance policies involve risks, including possible loss of principal. We do not guarantee a minimum accumulation value. Your losses could be significant. The Policy is not a deposit or obligation of, or guaranteed or endorsed by, any bank. The Policy is not federally insured by the Federal Deposit Insurance Corporation, the Federal Reserve Board, or any other agency.
Short-Term Investment Risk. The Policy is not designed to be a short-term investment and may not be appropriate for an investor who needs ready access to cash. We designed the Policy to meet long-term financial goals. In the Policy’s early years, if the total charges exceed total premiums paid or if your investment choices perform poorly, your Policy may not have any cash surrender value.
Surrender Risk. You should carefully consider the risks associated with full and partial surrenders under the Policy. A full surrender may be subject to significant surrender changes and will terminate the Policy. A partial surrender will reduce the Policy’s death benefit if you selected death benefit Option 2. All partial surrenders increase the risk of lapse. Partial surrenders are not available during the first Policy year. Any outstanding loan amount reduces the amount available to you upon surrender. It is possible that you will receive no cash surrender value if you surrender your Policy, especially in the early Policy years when total charges and surrender charges are typically at their highest.
Variable Investment Option Risk. Amounts that you invest in the variable investment options are subject to the risk of poor investment performance. You assume the investment risk. You can gain or lose money if you invest in the variable investment options. Each variable investment option’s performance depends on the performance of its underlying Fund. Each Fund has its own investment risks, and you are exposed to the underlying Fund’s investment risks when you invest in a variable investment option. You are responsible for allocating premiums or accumulation value to the variable investment options that are appropriate for you based on your own individual circumstances, investment goals, financial situation, and risk tolerance. You bear the risk of any decline in accumulation value resulting from the performance of the variable investment options you have selected. In making your investment selections, you should investigate all information available to you, including the Fund’s prospectus, statement of additional information, and annual and semi-annual reports. We do not provide investment advice, nor do we recommend or endorse any particular Fund.
Risk of Lapse. If, during the first 5 Policy years, your accumulation value reduced by any outstanding loan amount is not enough to pay the charges deducted against your accumulation value each month, your Policy will enter a 61-day grace period. After the first 5 Policy years, if your cash surrender value is not enough to pay the charges deducted against your accumulation value each month, your Policy will enter a 61-day grace period. We will notify you that the Policy will lapse (terminate without value) at the end of the grace period unless you make a sufficient payment. In order to keep the Policy in force, you may be required to pay more premiums than you originally planned. While any “guarantee period benefit” rider (i.e., lapse protection benefit rider or 20-year benefit rider) is applicable to your Policy, if you meet the requirements of your rider, your Policy will not lapse and we will provide a death benefit depending on the death benefit option you chose. Owning a guarantee period benefit rider does not ensure that your Policy will not lapse.
Loan Risk. A Policy loan, whether or not repaid, will affect accumulation value over time because we subtract the amount of the loan and any accrued loan interest payable from the variable investment options and/or Fixed Account as collateral while the loan is outstanding, and this loan collateral does not participate in the investment performance of the variable investment options or receive any excess interest credited to the Fixed Account. We reduce the amount we pay on the insured person’s death, and the cash surrender value, by the amount of any outstanding Policy loan and accrued loan interest. Your Policy may lapse (terminate without value) if outstanding Policy loans plus any accrued loan interest payable reduce the cash surrender value to zero. Policy loans not only reduce the death benefit, but may also reduce the value of other benefits under the Policy. If you surrender the Policy or allow it to lapse while a Policy loan remains outstanding, the outstanding loan amount, to the extent it has not been previously taxed, is treated as a distribution from the Policy and may be subject to federal income taxation.
Selection Risk. The benefits under the Policy were designed for different financial goals and to protect against different financial risks. There is a risk that you may not choose, or may not have chosen, the benefit or benefits (if any) that are best suited for you based on your present or future needs and circumstances, and the benefits that are more suited for you (if any) may no longer be available. In addition, if you elected an optional benefit and do not use it, or if the contingencies upon which the benefit depend never occur, you may have paid for a benefit that you did not use or benefit from.
Investment Requirements Risk. If your Policy has the lapse protection benefit rider, you will be subject to investment requirements that limit the investment options that are available to you and limit your ability to take certain actions under the Policy. In addition, if you exercise the Accelerated Access SolutionSM / chronic illness accelerated death benefit rider, all accumulation value and premium payments must be allocated to the Fixed Account during a benefit period. These investment requirements are designed to reduce our
14
risk that we will have to make payments to you from our own assets. In turn, they may also limit the potential growth of your accumulation value and the potential growth of your death benefits.
Managed Volatility Fund Risk. Certain Funds, including the VALIC Co. I Dynamic Allocation Fund in which you must invest if you own the lapse protection benefit rider, utilize managed volatility strategies. These risk management techniques help us manage our financial risks associated with the Policy’s guarantees, including death benefits, because they reduce the incidence of extreme outcomes including the probability of large gains or losses. However, these strategies can also limit your participation in rising equity markets, which may limit the potential growth of your accumulation value and the potential growth of your guaranteed benefits. Certain Funds (including the VALIC Co. I Dynamic Allocation Fund) advised by our affiliate employ such risk management strategies, which may help us manage our financial risks.
Risk of Increase in Current Fees and Expenses. Certain fees and expenses are currently assessed at less than their guaranteed maximum levels. In the future, these charges may be increased up to the guaranteed (maximum) levels. If fees and expenses are increased, you may need to increase the amount and/or frequency of premium payments to keep the Policy in force.
Fixed Account Risk. If you allocate premium or accumulation value to the Fixed Account, we credit a declared rate of interest, but you assume the risk that the rate may decrease, although it will never be lower than the guaranteed minimum annual effective rate of 2%. You may transfer amounts from the Fixed Account only during the 60 days following each Policy anniversary, and the transferrable amount is limited to the greater of 25% of the Fixed Account’s unloaned accumulation value or the amount your transferred from the Fixed Account during the Policy year. We have the right to defer payment or transfers of amounts out of the Fixed Account for up to six months when permitted by law. The maximum total amount that may be transferred from the Fixed Account each year is 25% of the unloaned accumulation value you have in the Fixed Account as of the Policy anniversary.
Tax Risks. We anticipate that the Policy should generally qualify as a life insurance contract under federal tax law. However, due to limited guidance under the federal tax law, there is some uncertainty about the application of the federal tax law to the Policy, particularly if you pay the full amount of premiums permitted under the Policy. Depending on the total amount of premiums you pay, the Policy may be treated as a modified endowment contract under federal tax laws. If a Policy is treated as a modified endowment contract, then a full surrender, partial surrender, or loan under the Policy will be taxable as ordinary income to the extent there are earnings in the Policy. In addition, a 10% penalty tax may be imposed on a full surrender, partial surrender, or loan taken before you reach age 59½. See “Federal Tax Considerations.” You should consult a tax advisor regarding all tax considerations relating to your Policy, including the Internal Revenue Code’s limits on premiums that may be paid on life insurance policies.
Account Value Enhancement Risk. Your Policy will be eligible for an Account Value Enhancement at the end of the 21st Policy year, and at the end of each Policy year thereafter. Enhancements credited increase your accumulation value. There is no Policy charge for any Account Value Enhancement, but some of the Policy charges may be higher because of an increase in your accumulation value.
Financial Strength and Claims-Paying Ability Risk. All insurance benefits, including the death benefit, and all guarantees, including those related to the Fixed Account, are general account obligations that are subject to the financial strength and claims paying ability of AGL.
Business Disruption. Our business is vulnerable to disruptions from natural and man-made disasters and catastrophes, such as, but not limited to, hurricanes, windstorms, flooding, earthquakes, wildfires, solar storms, war or other military action, acts of terrorism, explosions and fires, pandemics (such as COVID-19) and other highly contagious diseases, mass torts, failure of telecommunications or other critical infrastructure and other catastrophes. A natural or man-made disaster or catastrophe may negatively affect the computer and other systems on which we rely, including service outages or other unavailability, may interfere with our ability to receive, pickup and process mail, to calculate Policy values, process other policy-related transactions, or to otherwise provide our services, or may have other possible negative impacts. While we have developed and put in place what we believe to be appropriate business continuity and disaster recovery plans and procedures to mitigate operational risks and potential losses related to business disruptions resulting from natural and man-made disasters and catastrophes, there can be no assurance that we, our agents, the Funds or our service providers will be able to successfully avoid negative impacts resulting from such disasters and catastrophes.
Cybersecurity Risk. We rely heavily on interconnected computer systems and digital data to conduct our variable product business activities. Because our variable product business is highly dependent upon the effective operation of our computer systems and those of our business partners and service providers, our business is vulnerable to physical disruptions and utility outages, and susceptible to operational and information security risks resulting from information systems failure (e.g., hardware and software malfunctions), cyber-attacks, and user errors or other disruptions that may compromise the confidentiality, integrity, or availability of such systems and data. These risks include, among other things, the theft, misuse, corruption, disclosure and destruction of sensitive business data, including personal information, maintained on our or our business partners’ or service providers’ system, interference with our websites (such as denial of service attacks), other operational disruptions and/or unauthorized release of confidential customer
15
information. Such systems failures, cyber-attacks, or other disruptions affecting us, any third-party administrator, the underlying Funds, intermediaries and other affiliated or third-party service providers, as well as our distribution partners, may adversely affect us and your Policy value. For instance, systems failures and cyber-attacks may interfere with our processing of Policy transactions, including the processing of orders from our website, our distribution partners, or with the underlying Funds, impact our ability to calculate Policy values, cause the release and possible destruction of confidential customer or business information, including personal information, impede order processing, or subject us and/or our service providers, distribution partners and other intermediaries to regulatory fines and enforcement action, litigation risks and financial losses and/or cause reputational damage. Cybersecurity risks may also impact the issuers of securities in which the underlying Funds invest, which may cause the underlying Funds to lose value. There may be an increased risk of cyber-attacks during periods of geo-political or military conflict. Further, the widespread development, implementation, and use of AI, machine learning, data analytics and similar tools that collect, aggregate and analyze data or inputs (collectively, “AI Tools”) may increase our exposure to, or exacerbate the risks of, cyber-attacks or other security incidents, particularly where such technologies are exploited by third parties to attempt to breach our or our business partners’ and service providers’ systems. Despite our implementation of policies and procedures, which we believe to be reasonable, that address physical, administrative and technical safeguards and controls and other preventative actions to protect sensitive business and customer information, including personal information, and reduce the risk of cyber-incidents, there can be no assurance that we or our distribution partners, the underlying Funds or our business partners and service providers will avoid cyber-attacks or information security breaches in the future that may affect your Policy and/or personal information.
CONTACT INFORMATION
Here is how you can contact us about the Platinum Choice VUL 2 Policies. 
The following is the Contact Information for Policies for which an application was signed after June 30, 2017.
ADMINISTRATIVE CENTER:
HOME OFFICE:
PREMIUM PAYMENTS:
(Express Delivery)
VUL Administration
P.O. Box 9318 Amarillo,
Texas 79105-9318
1-800-340-2765
 
Fax: 1-844-430-2639
(Except premium
payments)
(U.S. Mail)
VUL Administration
P.O. Box 818016
Cleveland, Ohio 44181
2919 Allen Parkway
Houston, Texas 77019
1-800-340-2765
(Express Delivery)
American General Life Insurance Company
DeluxeATTN: Corebridge
Box 650103
3000 Kellway Drive, Suite 120
Carrollton, TX 75006
 
(U.S. Mail)
American General Life Insurance Company
P.O. Box 650103
Dallas, TX 75265-0103
 
The following is the Contact Information for Policies for which an application
was signed before July 1, 2017 and received no later than July 10, 2017.
ADMINISTRATIVE CENTER:
HOME OFFICE:
PREMIUM PAYMENTS:
(Express Delivery)
VUL Administration
P.O. Box 9318 Amarillo,
Texas 79105-9318
1-800-340-2765
 
Fax: 1-844-430-2639
(Except premium
payments)
(U.S. Mail)
VUL Administration
P.O. Box 818016
Cleveland, Ohio 44181
2919 Allen Parkway
Houston, Texas 77019
1-800-340-2765
(Express Delivery)
American General Life Insurance Company
Deluxe Lockbox 993
5450 N. Cumberland Ave.
Chicago, IL 60656
 
(U.S. Mail)
American General Life Insurance Company
P.O. Box 993
Chicago, IL 60132
16
GENERAL INFORMATION
The Distributor
The Policies are offered on a continuous basis through Corebridge Capital Services, Inc. (“CCS”), located at 30 Hudson Street, 16th Floor, Jersey City, NJ 07302. CCS is registered as a broker-dealer under the Securities Exchange Act of 1934, as amended, and a member of the Financial Industry Regulatory Authority (“FINRA”). CCS is an indirect, wholly owned subsidiary of AGL. No underwriting fees are paid in connection with the distribution of the Policies.
American General Life Insurance Company
American General Life Insurance Company (“AGL” or the “Company”) is a stock life insurance company organized under the laws of the State of Texas on April 11, 1960AGL is an indirect, wholly owned subsidiary of Corebridge Financial, Inc. (“Corebridge”). On March 26, 2026, Corebridge and Equitable Holdings, Inc., announced that they entered into a definitive agreement to combine in an all-stock merger. Under the terms of the merger agreement, both companies will become wholly owned subsidiaries of a newly formed holding company, which will be renamed “Equitable Holdings, Inc.” upon the closing of the transaction. The transaction is expected to close by year-end 2026, subject to certain regulatory approvals and other customary closing conditions. Upon completion of the transaction, AGL will be an indirect wholly owned subsidiary of the new Equitable Holdings, Inc. AGL offers individual term and universal life insurance, as well as fixed, variable and registered index-linked annuities in all states except in New York.
AGL is regulated by the insurance regulator in its state of domicile and also by all state insurance departments where it is licensed to conduct business. AGL is required by its regulators to hold a specified amount of reserves in order to meet its contractual obligations to Policy owners. Insurance regulations also require AGL to maintain additional surplus to protect against a financial impairment; the amount of which surplus is based on the risks inherent in AGL’s operations.
All of our financial obligations under your Policy that exceed your accumulation value invested in the Separate Account are supported by our general account, which may include death benefits and supplemental benefits under the Policy. Our financial obligations under the Fixed Account are also supported by our general account. All obligations supported by our general account are subject to our claims-paying ability and financial strength.
We encourage Policy owners to read and understand our financial statements. We prepare our financial statements on a statutory basis. Our financial statements, which are presented in conformity with accounting practices prescribed or permitted by the Texas Department of Insurance, as well as the financial statements of Separate Account VL-R, are located in the Statement of Additional Information (“SAI”). The back cover page of this prospectus describes how you can obtain a free copy of the SAI.
Separate Account VL-R
We hold the Fund shares in which any of your accumulation value is invested in the Separate Account. The Separate Account is registered as a unit investment trust with the SEC under the Investment Company Act of 1940. We created the Separate Account on May 6, 1997 under Texas law. effective on the close of business November 29, 2019, Separate Account VUL, Separate Account VUL-2, and Separate Account II were consolidated with and into Separate Account VL-R.
For record keeping and financial reporting purposes, the Separate Account is divided into separate “divisions,” with a division corresponding to each of the variable “investment options” under the Policy. There are other divisions corresponding to investment options available under other variable universal life policies we offer. We hold the Fund shares in which we invest your accumulation value for an investment option in the division that corresponds to that investment option. Income, gains and losses credited to, or charged against, the Separate Account reflect the Separate Account’s own investment experience and not the investment experience of AGL’s other assets.
The assets in the Separate Account are our property. The assets in the Separate Account may not be used to pay any liabilities of AGL other than those arising from the Policies. AGL is obligated to pay all amounts under the Policies due the Policy owners.
Statement of Additional Information
We have filed an SAI with the SEC which includes more information about your Policy, including financial statements for AGL and the Separate Account. The back cover page of this prospectus describes how you can obtain a free copy of the SAI.
17
Communication with AGL
When we refer to “you,” we mean the person who is authorized to take any action with respect to a Policy. Generally, this is the owner named in the Policy. Where a Policy has more than one owner, each owner generally must join in any requested action, except for transfers and changes in the allocation of future premiums or changes among the investment options. We will accept the authorization of one owner for transfers and changes in premium and deduction allocations.
Administrative Center. The Administrative Center provides service to all Policy owners. See “Contact Information.” For applications, your AGL representative will tell you if you should use an address other than the Administrative Center address. All premium payments, requests, directions and other communications should be directed to the appropriate location. You should mail premium payments and loan repayments (or use express delivery, if you wish) directly to the appropriate address shown on your billing statement. If you do not receive a billing statement, send your premium directly to the address for premium payments shown under “Contact Information.” You should communicate notice of the insured person’s death, including any related documentation, to our Administrative Center address.
eDelivery, Life Consumer Portal, Telephone Transactions and Written Transactions. There are several different ways to request and receive Policy services.
eDelivery. Instead of receiving paper copies by mail of certain documents we are required to provide to you, including annual Policy and Fund prospectuses, you may select E-Mail communication. This communication preference allows you to receive notification by E-mail when new or updated documents are available that pertain to your Policy. You may then follow the link contained within the E-mail to view these documents on-line. You may find electronically received documents easier to review and retain than paper documents. To select E-mail communications as a communication preference, you must enroll in the Life Consumer Portal located at www.corebridgefinancial.com/lifeportal. Customer support materials and user guides are available at www.corebridgefinancial.com/support. You may select or deselect eDelivery communication preferences at any time. There is no charge for eDelivery communication preferences.
Life Consumer Portal. You may enroll for the Life Consumer Portal to have access to on-line services for your Policy. You can also view Policy statements and Documents, perform specific Policy changes, make online payments, download/upload forms, update communication preferences, and more. To enroll in the Life Consumer Portal, go to www.corebridgefinancial.com/lifeportal and click “Register for a new account.” There is no charge for the Life Consumer Portal.
Life Consumer Portal Transactions, Telephone Transactions and Written Transactions. Certain transaction requests are available on-line using the Life Consumer Portal, and/or by Telephone as listed below. All other transactions must be submitted in writing.
Life Consumer Portal Transactions:
•
address changes;
•
billing changes;
•
beneficiary changes;
•
premium payments;
•
submission of forms.
Telephone Transactions:
•
address changes;
•
billing changes;
•
loan payments;
•
transfer of accumulation value;
•
change of allocation percentages for premium payments and policy deductions;
•
select disbursements.
We have special forms which should be used for loans, assignments, partial and full surrenders, changes of owner or beneficiary, and all other contractual changes. You will be asked to return your Policy when you request a full surrender. You may obtain these forms
18
from our Life Consumer Portal, Calling Customer Service or from your AGL representative. Each form has required information one must provide. We cannot process any requested action that does not include all required information. See “Date of Receipt.”
One-time premium payments using Life Consumer Portal. You may use the Life Consumer Portal to schedule one-time premium payments for your Policy. The earliest available business day payment date is auto generated by the Life Consumer Portal. scheduled payment date available is the next business day. For the purposes of the Life Consumer Portal one-time premium payments only, a business day is a day the United States Federal Reserve System (“Federal Reserve”) is open.
Generally, your payment will be applied to your Policy on the scheduled payment date, and it will be allocated to your chosen variable investment options based upon the prices set after 4:00 p.m. Eastern time on the scheduled payment date. See “Effective Date of Policy and Related Transactions.”
Premium payments may not be scheduled for Federal Reserve holidays, even if the New York Stock Exchange (“NYSE”) is open. If the NYSE is closed on your scheduled payment date, your payment will be allocated to your chosen variable investment options based upon the prices set after 4:00 p.m. Eastern time on the first day the NYSE is open following your scheduled payment date.
Telephone Transactions by Servicing Agent. As the Policy Owner, you may submit a telephone authorization form for your servicing agent allowing them to complete certain transactions on your behalf. If we have a telephone authorization for your servicing agent on file with us, they may make transfers, or change the allocation of future premium payments or deduction of charges, by telephone, subject to the terms of the form. We will honor telephone instructions from any person who provides the correct information, so there is a risk of possible loss to you if unauthorized persons use this service in your name. Our current procedure is that only the Policy Owner or your authorized servicing agent may make a transfer request by phone. We are not liable for any acts or omissions based upon instructions that we reasonably believe to be genuine. Our procedures include verification of the Policy number, the identity of the caller, both the insured person’s and owner’s names, and a form of personal identification from the caller. We will promptly mail a written confirmation of the transaction. If (a) many people seek to make telephone requests at or about the same time, or (b) our recording equipment malfunctions, it may be impossible for you to make a telephone request at the time you wish. You should submit a written request if you cannot make a telephone request. Also, if due to malfunction or other circumstances your telephone request is incomplete or not fully comprehensible, we will not process the transaction. The phone number for telephone requests is 1-800-340-2765.
General. It is your responsibility to carefully review all documents you receive from us and immediately notify the Administrative Center of any potential inaccuracies. We will follow up on all inquiries. Depending on the facts and circumstances, we may retroactively adjust your Policy for any inaccuracies or errors. You may lose certain rights and protections if you do not report errors promptly, except those that cannot be waived under the federal securities laws.
Illustrations
We may provide you with illustrations for your Policy’s death benefit, accumulation value, and cash surrender value based on hypothetical rates of return. Hypothetical illustrations also assume costs of insurance for a hypothetical person. These illustrations are illustrative only and should not be considered a representation of past or future performance. Your actual rates of return and actual charges may be higher or lower than these illustrations. The actual return on your accumulation value will depend on factors such as the amounts you allocate to particular investment options, the amounts deducted for the Policy’s fees and charges, the variable investment options’ fees and charges, and your Policy loan and partial surrender history.
Before you purchase the Policy, we will provide you with what we refer to as a personalized illustration. A personalized illustration shows future benefits under the Policy based upon (1) the proposed insured person’s age and premium class and (2) your selection of a death benefit option, specified amount, planned periodic premiums, riders, and proposed investment options.
After you purchase the Policy and upon your request, we will provide a similar personalized illustration that takes into account your Policy’s actual values and features as of the date the illustration is prepared. We reserve the right to charge a maximum fee of $25 for personalized illustrations prepared after the Policy is issued if you request us to do so more than once each year. We do not currently charge for additional personalized illustrations.
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VARIABLE INVESTMENT OPTIONS
We divided the Separate Account into variable investment options, each of which invests in shares of a corresponding Fund.
Information regarding each Fund, including (i) its name, (ii) its type, (iii) its investment advisor and any sub-investment advisor, (iv) current expenses, and (v) performance is available in an appendix to this prospectus. See APPENDIX A – FUNDS AVAILABLE UNDER THE POLICY.
Each Fund has issued a prospectus that contains more detailed information about the Fund. Read these prospectuses carefully before investing. Paper or electronic copies of the Fund prospectuses may be obtained by calling 1-800-340-2765 or visiting our website at www.corebridgefinancial.com/support.
You may also obtain information about the Funds by accessing the SEC’s website at www.sec.gov.
We do not guarantee that any Fund will achieve its investment objective. In addition, no single Fund or investment option, by itself, constitutes a balanced investment plan.
Payments We Receive from the Funds
We may directly or indirectly receive payments from the Funds, their trusts, and/or their investment advisers, sub-advisers, or distributors (or affiliates thereof) in connection with certain administrative, marketing and other services we provide and related expenses we incur. The availability of these arrangements creates an incentive for us to seek and offer Funds (and classes of shares of such Funds) that make such payments to us. Other funds (or available classes of shares) may have lower fees and better overall investment performance. Not all Funds or affiliates thereof pay the same amount to us. Therefore, the amount of fees we collect may be greater or smaller based on the Funds you select.
We generally receive the kinds of payments described below. From time to time, some of these arrangements, except for 12b-1 arrangements, may be renegotiated. These arrangements do not result in any additional charges under the Policies that are not described under “Charges Under the Policy.”
Rule 12b-1 or service fees. We receive what are referred to as “12b-1 fees” from some of the Funds themselves. These fees are designed to help pay for our direct and indirect distribution costs for the Policies. We currently receive 12b-1 fees of up to 0.25% or service fees of up to 0.35% of the average daily net assets in certain Funds. These fees are deducted directly from the assets of the Funds.
Administrative, marketing and support service fees. We have entered into various services agreements with most of the advisers or administrators for the Funds. We receive payments for the administrative services we perform such as proxy mailing and tabulation, mailing of Fund related information and responding to Policy owners’ inquiries about the Funds. Currently, these payments range from .05% to 0.35% of the daily market value of the assets invested in the underlying Fund as of a certain date, usually paid at the end of each calendar quarter.
These payments may be derived, in whole or in part, from the fees deducted from assets of the Funds or wholly from the assets of the Funds. Policy owners, through their indirect investment in the trusts, bear the costs of these fees, which in turn will reduce the return on your investment. These amounts are generally based on assets under management from certain trusts’ investment advisers or their affiliates and vary by trust. Some investment advisers, subadvisers and/or distributors (or affiliates thereof) pay us more than others.
Other payments. Certain investment advisers, subadvisers and/or distributors (or affiliates thereof) may help offset the costs we incur for marketing activities and training to support sales of the Funds in the Policy. These amounts are paid voluntarily and may provide such advisers, subadvisers and/or distributors access to national and regional sales conferences attended by our employees and registered representatives. The amounts paid depend on the nature of the meetings, the number of meetings attended, the costs expected to be incurred and the level of the adviser’s, subadviser’s or distributor’s participation.
In addition, we (and our affiliates) may receive occasional gifts, entertainment or other compensation as an incentive to market the Funds and to cooperate with their marketing efforts. As a result of these payments, the investment advisers, subadvisers and/or distributors (or affiliates thereof) may benefit from increased access to our wholesalers and to our affiliates involved in the distribution of the Policy.
Unaffiliated Funds
We offer Funds of the following unaffiliated Trusts:
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AIM Variable Insurance Funds (Invesco Variable Insurance Funds) (“Invesco V.I.”)
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•
The Alger Portfolios (“Alger”)
•
American Funds Insurance Series® (“American Funds IS”)
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Fidelity® Variable Insurance Products (“Fidelity® VIP”)
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Franklin Templeton Variable Insurance Products Trust (“Franklin Templeton VIP”)
•
Janus Aspen Series (“Janus Aspen”)
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Lincoln Variable Insurance Products Trust (“Lincoln Variable Insurance Products”)
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MFS® Variable Insurance Trust (“MFS® VIT”)
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Neuberger Berman Advisers Management Trust (“Neuberger Berman AMT”)
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PIMCO Variable Insurance Trust (“PIMCO”)
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Seasons Series Trust (“Seasons ST”)
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SunAmerica Series Trust (“SunAmerica ST”)
Affiliated Funds
We offer Funds of the VALIC Company I (“VALIC Co. I”) at least in part because they are managed by The Variable Annuity Life Insurance Company, an affiliate of AGL. AGL and/or its affiliates may be subject to certain conflicts of interest as AGL may derive greater revenues from Funds managed by affiliates than certain other available funds.
Substitution, Addition or Deletion of Variable Investment Options
We may, subject to any applicable law, make certain changes to the variable investment options offered in your Policy. We may offer new variable investment options or stop offering existing variable investment options. New variable investment options may be made available to existing Policy owners, and variable investment options may be closed to new or subsequent premium payments, transfers or allocations. In addition, we may also liquidate the shares of any variable investment option, substitute the shares of one underlying Fund held by a variable investment option for another and/or merge Funds or cooperate in a merger of underlying Funds. To the extent required by the Investment Company Act of 1940, as amended, we may be required to obtain SEC approval or your approval. We will promptly notify you of any changes to the variable investment options due to additions, deletions, substitutions, liquidations, mergers or reorganizations of the variable investment options.
Voting Privileges
We are the legal owner of the Funds’ shares held in the Separate Account. However, you may be asked to instruct us how to vote the Fund shares held in the various Funds that are attributable to your Policy at meetings of shareholders of the Funds. The number of votes for which you may give directions will be determined as of the record date for the meeting. The number of votes that you may direct related to a particular Fund is equal to (a) your accumulation value invested in that Fund divided by (b) the net asset value of one share of that Fund. Fractional votes will be recognized.
We will vote all shares of each Fund that we hold of record, including any shares we own on our own behalf, in the same proportions as those shares for which we have received instructions from owners participating in that Fund through the Separate Account. Even if Policy owners participating in that Fund choose not to provide voting instructions, we will vote the Fund’s shares in the same proportions as the voting instructions which we actually receive. As a result, the instructions of a small number of Policy owners could determine the outcome of matters subject to shareholder vote.
If you are asked to give us voting instructions, we will send you the proxy material and a form for providing such instructions. Should we determine that we are no longer required to send the owner such materials, we will vote the shares as we determine in our sole discretion.
In certain cases, we may disregard instructions relating to changes in a Fund’s investment manager or its investment policies. We may, when required by state insurance regulatory authorities, disregard Policy owner voting instructions if the instructions would cause a change in the sub-classification or investment objective of one or more of the Funds. We may disregard voting instructions in favor of changes initiated by Policy owners in the investment objectives or the investment advisor of the Funds if we reasonably disapprove of the proposed change. We would disapprove a proposed change only if the proposed change is contrary to state law or prohibited by state regulatory authorities or we reasonably conclude that the proposed change would not be consistent with the
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investment objectives of the Fund or would result in the purchase of securities for the Fund which vary from the general quality and nature of investments and investment techniques utilized by the Fund. We will advise you if we do so and explain the reasons in our next communication to Policy owners. AGL reserves the right to modify these procedures in any manner that the laws in effect from time to time allow.
FIXED ACCOUNT
We invest any accumulation value you have allocated to the Fixed Account as part of our general account assets. We credit interest on that accumulation value at a rate which we declare from time to time. The minimum guaranteed rate of interest we credit is shown on your Policy Schedule. Although this interest increases the amount of any accumulation value that you have in the Fixed Account, such accumulation value will also be reduced by any charges that are allocated to this option under the procedures described under “Allocation of charges.” The “daily charge” described in “Charges Under the Policy,” and the fees and expenses of the Funds discussed in the “Fee Table” and APPENDIX A – FUNDS AVAILABLE UNDER THE POLICY do not apply to the Fixed Account.
You may transfer accumulation value into the Fixed Account at any time. However, there are restrictions on the amount you may transfer out of the Fixed Account in a Policy year. See “Transfers of existing accumulation value.”
Our general account. Our general account assets are all of our assets that we do not hold in legally segregated separate accounts. Obligations that are paid out of our general account include any amounts you have allocated to the Fixed Account, including any interest credited thereon, and amounts owed under your Policy for death and/or living benefits which are in excess of portions of accumulation value allocated to the variable investment options. The obligations and guarantees under the Policy are our sole responsibility. Therefore, payments of these obligations are subject to our financial strength and claims paying ability, and our long term ability to make such payments. The general account assets are invested in accordance with applicable state regulation. These assets are exposed to the typical risks normally associated with a portfolio of fixed income securities, namely interest rate, option, liquidity and credit risk. We manage our exposure to these risks by, among other things, closely monitoring and matching the duration and cash flows of our assets and liabilities, monitoring or limiting prepayment and extension risk in our portfolio, maintaining a large percentage of our portfolio in highly liquid securities and engaging in a disciplined process of underwriting, reviewing and monitoring credit risk.
Because of applicable exemptions, no interest in this option has been registered under the Securities Act of 1933, as amended. Neither our general account nor our Fixed Account is an investment company under the Investment Company Act of 1940. The disclosures included in this prospectus about our general account or our Fixed Account may be subject to certain generally applicable provisions of the federal securities laws relating to the accuracy and completeness of statements made in prospectuses.
How we declare interest. Except for amounts held as collateral for loans, we can at any time change the rate of interest we are paying on any accumulation value allocated to our Fixed Account. The minimum annual effective rate is 2%.
Under these procedures, it is likely that at any time different interest rates will apply to different portions of your accumulation value, depending on when each portion was allocated to our Fixed Account. Any charges, partial surrenders, or loans that we take from any accumulation value that you have in our Fixed Account will be taken from each portion in reverse chronological order based on the date that accumulation value was allocated to this option.
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POLICY FEATURES
Age
Generally, our use of age in your Policy and this prospectus refers to a person who is between six months younger and six months older than the stated age. Sometimes we refer to this as the “age nearest birthday.”
Effective Date of Policy and Related Transactions
Valuation dates, times, and periods. We compute values under a Policy on each day that the NYSE is open for business. We call each such day a “valuation date” or a “business day.”
We compute accumulation values as of the time the NYSE closes on each valuation date, which usually is 3:00 p.m. Central time. We call this our “close of business.” We call the time from the close of business on one valuation date to the close of business of the next valuation date a “valuation period.” We are closed only on those holidays the NYSE is closed.
Fund pricing. Each Fund calculates a price per Fund share following each close of the NYSE and provides that price to us. We then determine the Fund value at which you may invest in the particular investment option, which reflects the change in value of each Fund reduced by the daily charge and any other charges that are applicable to your Policy.
Date of receipt. Generally we consider that we have received a premium payment, transaction request, or another communication from you on the day we actually receive it in good order at any of the addresses shown under “Contact Information.” “Good order” means that the instruction we receive is sufficiently complete and clear, and includes all forms, information, and documentation, so that AGL does not need to exercise any discretion to follow such an instruction. All orders to allocate premium payments, or to process a withdrawal request, a loan request, a request to surrender your Policy, a request to transfer existing accumulation value, or a death benefit claim, must be in good order. If we receive a transaction request after the close of business on any valuation date, however, we consider that we have received it on the following valuation date. Any premium payments we receive after our close of business are held in our general account until the next business day.
If we receive your premiums through payroll allotment, such as salary deduction or salary reduction programs, we consider that we receive your premium on the day we actually receive it, rather than the day the deduction from your payroll occurs. This is important for you to know because your premium receives no interest or earnings for the time between the deduction from your payroll and our receipt of the payment. We do not accept military allotment programs.
Date of issue; Policy months and years. We prepare the Policy only after we approve an application for a Policy and assign the appropriate premium class. The day we begin to deduct charges is called the “date of issue.” Policy months and years are measured from the date of issue. To preserve a younger age at issue for the insured person, we may assign a date of issue to a Policy that is up to 6 months earlier than otherwise would apply.
Monthly deduction days. Each charge that we deduct monthly is assessed against your accumulation value at the close of business on the date of issue and at the end of each subsequent valuation period that includes the first day of a Policy month. We call these “monthly deduction days.”
Commencement of investment performance. We invest your initial premium in any variable investment options you have chosen, as well as the Fixed Account, on the later of (a) the date of issue, or (b) the date all requirements needed to place the Policy in force have been reviewed and found to be satisfactory, including underwriting approval and receipt of the necessary premium. In the case of a back-dated Policy, we do not credit an investment return to the accumulation value resulting from your initial premium payment until the date stated in (b) above.
Effective date of other premium payments and requests that you make. Premium payments (after the first) and transactions made in response to your requests and elections are generally effected at the end of the valuation period in which we receive the payment, request or election and based on prices and values computed as of that same time. Exceptions to this general rule are as follows:
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Increases or decreases you request in the specified amount of insurance, reinstatement of a Policy that has lapsed, and changes in death benefit Option take effect on the Policy’s monthly deduction day if your request is approved on that day or on the next monthly deduction day following our approval if we approve your request on any other day of the month;
•
We may return premium payments, make a partial surrender or reduce the death benefit if we determine that such premiums would cause your Policy to become a modified endowment contract or to cease to qualify as life insurance under federal income tax law or exceed the maximum net amount at risk;
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•
If you exercise your right to return your Policy as described under “Free look period”, your coverage will end when you deliver it to your AGL insurance representative, or if you mail it to us, the date it is postmarked; and
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If you pay a premium at the same time that you make a Policy request that requires our approval, your payment will be applied when received rather than following the effective date of the requested change, but only if your Policy is in force and the amount paid will not cause you to exceed premium limitations under the Internal Revenue Code of 1986, as amended (the “Code”). If we do not approve your Policy request, your premium payment will still be accepted in full or in part (we will return to you the portion of your premium payment that would be in violation of the maximum premium limitations under the Code). We will not apply this procedure to premiums you pay in connection with reinstatement requests.
Death Benefits
See “Standard Death Benefits” for information about the Policy’s standard death benefits.
Premium Payments
Premium payments. We call the payments you make “premiums” or “premium payments.” The amount we require as your initial premium varies depending on the specifics of your Policy and the insured person. If mandated under applicable law, we may be required to reject a premium payment. Otherwise, with a few exceptions mentioned below, you can make premium payments at any time and in any amount. Premium payments we receive after your free look period, will be allocated upon receipt to the available investment options you have chosen.
Premium payments and transaction requests in good order. We will accept the Policy owner’s instructions to allocate premium payments to investment options, to make redemptions (including loans) or to transfer values among the Policy owner’s investment options, contingent upon the Policy owner’s providing us with instructions in good order.
When we receive a premium payment or transaction request in good order, it will be treated as described under “Effective date of other premium payments and requests that you make.” If we receive an instruction that is not in good order, the requested action will not be completed, and any premium payments that cannot be allocated will be held in a non-interest bearing account until we receive all necessary information.
We will attempt to obtain Policy owner guidance on requests not received in good order for up to five business days following receipt. For instance, one of our representatives may telephone the Policy owner to determine the intent of a request. If a Policy owner’s request is still not in good order after five business days, we will cancel the request, and return any unallocated premiums to the Policy owner along with the date the request was canceled. This procedure does not apply to initial premium payments or to any additional payments subject to underwriting.
Limits on premium payments. Your insurance policy must meet certain requirements of the federal tax law to qualify as life insurance, including limiting the amount of premium payments you can make (relative to the amount of your Policy’s insurance coverage) and may impose penalties on amounts you take out of your Policy if you do not observe certain additional requirements. These tax law requirements and a discussion of modified endowment contracts are summarized further under “Federal Tax Considerations.” Changes you may choose to make to your policy, or the amount of premiums that you pay, could cause your policy to fail to qualify as life insurance. To prevent that from occurring, the Company will monitor your premium payments and may be required to return or limit premiums, which may affect your policy’s cash values and may eventually require you to pay out of pocket the cost of insurance charges and other expenses in order to maintain coverage under your policy. Please consult your tax advisor regarding all tax considerations relating to your policy, including the Internal Revenue Code’s limits on premiums that may be paid on life insurance policies, before making any changes to your policy or changing the amount of premiums you pay.
Also, in certain limited circumstances, additional premiums may cause the death benefit to increase by more than they increase your accumulation value. In such case, we may refuse to accept an additional premium if the insured person does not provide us with satisfactory evidence that our requirements for issuing insurance are still met. This increase in death benefit is on the same terms (including additional charges) as any other specified amount increase you request (as described under “Increase in coverage”).
We reserve the right to reject any premium.
Checks. You may pay premium by checks drawn on a U.S. bank in U.S. dollars and made payable to “American General Life Insurance Company,” or “AGL.” Premiums after the initial premium should be sent directly to the appropriate address shown on your billing statement. If you do not receive a billing statement, send your premium directly to the address for premium payments shown under “Contact Information.” We also accept premium payments by bank draft, wire or by exchange from another insurance company. Premium payments from salary deduction plans may be made only if we agree. You may obtain further information about
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how to make premium payments by any of these methods from your AGL representative or from our Administrative Center shown under “Contact Information.”
Planned periodic premiums. A “Planned Periodic Premium” is the amount that you (within limits) choose to pay. Our current practice is to bill monthly, quarterly, semi-annually or annually. However, payment of these or any other specific amounts of premiums is not mandatory. After payment of your initial premium, you need only invest enough to ensure that your Policy’s cash surrender value stays above zero or that the guarantee period benefit (described under “Guaranteed death benefits”) remains in effect (“Cash surrender value” is explained under “Full Surrenders”). The less you invest, the more likely it is that your Policy’s cash surrender value could fall to zero as a result of the deductions we periodically make from your accumulation value to pay the fees and charges under the Policy.
Guaranteed death benefits. Your Policy may have a “guarantee period benefit” rider that provides guarantees on your death benefit (i.e., lapse protection benefit rider or 20-year benefit rider). While one of these riders is in effect, your Policy and any other benefit riders you have selected will not lapse as long as you meet the requirements associated with that rider. Subject to the terms of the rider, if you meet your rider’s requirements while the rider is in force, your Policy will not lapse even if your Policy’s cash surrender value has declined to zero.
One of these riders, the “20-year benefit rider,” is available only to owners of Policies with an application signed before October 7, 2019, and is made available automatically to Policy owners who do not elect the lapse protection benefit rider at Policy issue; in limited circumstances, we also make this rider available to Policy owners who terminate the lapse protection benefit rider they have purchased. There is no additional charge for the rider. This rider only guarantees the death benefit for a given period. The required “monthly guarantee premiums” for this rider are shown in your Policy.
The second rider is the lapse protection benefit rider. Owners of Policies with an application signed before October 7, 2019, must elect this rider at Policy issue. This rider is automatically provided to owners of Policies with an application signed on or after October 7, 2019. There may be a charge for this rider, depending upon when the policy was applied for. See “Fee Table.”
There is no difference in the calculation of Policy values and the death benefit between a Policy that has a guarantee period benefit under the 20-year benefit rider and one that does not, because the rider is free of charge. However, if there is a charge for the lapse protection benefit rider, Policy values are lower for a Policy that has this rider as opposed to one that does not.
The conditions and benefits of each rider are described under “Additional Information About Policy Riders.” Be sure to review their descriptions.
Free look period. If for any reason you are not satisfied with your Policy, you may return it to us and we will refund the greater of (i) any premium payments received by us or (ii) your accumulation value plus any charges that have been deducted prior to allocation to your specified investment options. To exercise your right to return your Policy, you must mail it directly to the Administrative Center or return it to the AGL insurance representative through whom you purchased the Policy within 10 days after you receive it. Please see APPENDIX C – STATE CONTRACT AVAILABILITY OR VARIATIONS OF CERTAIN FEATURES AND RIDERS for state specific information regarding the free look period in your state. Because you have this right, we will invest your initial net premium payment in the money market investment option from the date your investment performance begins until the first business day that is at least 15 days later. Then we will automatically allocate your investment among the available investment options in the ratios you have chosen. This reallocation will not count against the 12 free transfers that you are permitted to make each year. Any additional premium we receive during the 15-day period will also be invested in the money market investment option and allocated to the investment options at the same time as your initial net premium.
Changing Your Investment Option Allocation
Future premium payments.You may at any time change the investment options in which future premiums you pay will be invested. Your allocation must, however, be in whole percentages that total 100%.
Transfers of existing accumulation value. You may transfer your existing accumulation value from one investment option to another, subject to the restrictions below and other restrictions described in this prospectus (see “Market timing,” “Restrictions initiated by the Funds and information sharing obligations,” and “Additional Rights That We Have”).
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Restrictions on transfers from variable investment options. You may make transfers from the variable investment options at any time. There is no maximum limit on the amount you may transfer. The minimum amount you may transfer from a variable investment option is $500, unless you are transferring the entire amount you have in the option.
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Restrictions on transfers from the Fixed Account. You may make transfers from the Fixed Account only during the 60-day period following each Policy anniversary (including the 60-day period following the date we apply your initial premium to your Policy).
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Transacting multiple transfer requests. In the event you provide us, during one valuation period, with more than one transfer request in good order, we will treat the multiple requests as only one transfer request.
The maximum total amount you may transfer from the Fixed Account each year is limited to the greater of “a” or “b” below:
a.
25% of the unloaned accumulation value you have in the Fixed Account as of the Policy anniversary (for the first Policy year, the amount of your initial premium you allocated to the Fixed Account); or
b.
the total amount you transferred or surrendered from the Fixed Account during the previous Policy year.
The minimum amount you may transfer from the Fixed Account is $500, unless you are transferring the entire amount you have in the Fixed Account. There are no restrictions on the frequency or amount you may transfer into the Fixed Account. Transfers to or from the Fixed Account do not count toward the annual 12 free transfers.
Dollar cost averaging. Dollar cost averaging is an investment strategy designed to help reduce the risks that result from market fluctuations. Dollar cost averaging does not result in any transfers to or from the Fixed Account. The strategy spreads the allocation of your accumulation value among your chosen variable investment options over a period of time. This allows you to potentially reduce the risk of investing most of your funds at a time when prices are high. Dollar cost averaging (“DCA program”) is designed to lessen the impact of market fluctuations on your investment. However, the DCA program can neither guarantee a profit nor protect your investment against a loss. When you elect the DCA program, you are continuously investing in securities fluctuating at different price levels. You should consider your tolerance for investing through periods of fluctuating price levels.
Under dollar cost averaging, we automatically make transfers of your accumulation value from the variable investment option of your choice to one or more of the other variable investment options that you choose. You tell us what day of the month you want these transfers to be made (other than the 29th, 30th or 31st of a month) and whether the transfers on that day should occur monthly, quarterly, semi-annually or annually. We make the transfers at the end of the valuation period containing the day of the month you select. We compute values under a Policy on each valuation date. A valuation period is the time from the close of business on a valuation date to the close of business on the next valuation date. For policies with an application signed before October 7, 2019, you must have at least $5,000 of accumulation value to start dollar cost averaging and each transfer under the program must be at least $100. For policies with an application signed on or after October 7, 2019, you must have at least $500 of accumulation value to start dollar cost averaging and each transfer must be at least $100. Dollar cost averaging ceases upon your request, or if your accumulation value in the investment option from which you are making transfers becomes exhausted. You may maintain only one dollar cost averaging instruction with us at a time. You cannot use dollar cost averaging at the same time you are using automatic rebalancing. Dollar cost averaging transfers do not count against the 12 free transfers that you are permitted to make each year. We do not charge you for using this service. We reserve the right to modify, suspend or terminate the DCA program at any time.
Automatic rebalancing. This feature automatically rebalances the proportion of your accumulation value in each variable investment option under your Policy to correspond to your then current and compliant premium allocation designation. Automatic rebalancing does not result in any transfers to or from the Fixed Account. Automatic rebalancing does not guarantee gains, nor does it assure that you will not have losses. You tell us whether you want us to do the rebalancing quarterly, semi-annually or annually. Automatic rebalancing will occur as of the end of the valuation period that contains the date of the month your Policy was issued. For example, if your Policy is dated January 17, and you have requested automatic rebalancing on a quarterly basis, automatic rebalancing will start on April 17, and will occur quarterly thereafter. You must have a total accumulation value of at least $5,000 to begin automatic rebalancing, unless you elect the lapse protection benefit rider. When the lapse protection benefit rider is elected, there is no minimum accumulation value to begin automatic rebalancing. Automatic rebalancing ends upon your request. You may maintain only one automatic rebalancing instruction with us at a time. You cannot use automatic rebalancing at the same time you are using dollar cost averaging. Automatic rebalancing transfers do not count against the 12 free transfers that you are permitted to make each year. We do not charge you for using this service.
Market timing. The Policies are not designed for professional market timing organizations or other entities or individuals using programmed and frequent transfers involving large amounts. Market timing carries risks with it, including:
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dilution in the value of Fund shares underlying investment options of other Policy owners;
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interference with the efficient management of the Fund’s portfolio; and
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increased administrative costs.
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We have policies and procedures affecting your ability to make transfers within your Policy. A transfer can be your allocation of all or a portion of a new premium payment to an investment option. You can also transfer your accumulation value in one investment option (all or a portion of the value) to another investment option.
We are required to monitor the Policies to determine if a Policy owner requests:
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a transfer out of a variable investment option within two calendar weeks of an earlier transfer into that same variable investment option; or
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a transfer into a variable investment option within two calendar weeks of an earlier transfer out of that same variable investment option; or
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a transfer out of a variable investment option followed by a transfer into that same variable investment option, more than twice in any one calendar quarter; or
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a transfer into a variable investment option followed by a transfer out of that same variable investment option, more than twice in any one calendar quarter.
If any of the above transactions occurs, we will suspend such Policy owner’s same day or overnight delivery transfer privileges (including website, e-mail and facsimile communications) with notice to prevent market timing efforts that could be harmful to other Policy owners or beneficiaries. Such notice of suspension will take the form of either a letter mailed to your last known address, or a telephone call from our Administrative Center to inform you that effective immediately, your same day or overnight delivery transfer privileges have been suspended. A Policy owner’s first violation of this policy will result in the suspension of Policy transfer privileges for ninety days. A Policy owner’s subsequent violation of this policy will result in the suspension of Policy transfer privileges for six months.
In most cases, transfers into and out of the money market investment option are not considered market timing; however, we examine all of the above transactions without regard to any transfer into or out of the money market investment option. We treat such transactions as if they are transfers directly into and out of the same variable investment option. For instance:
(1)
if a Policy owner requests a transfer out of any variable investment option into the money market investment option, and
(2)
the same Policy owner, within two calendar weeks requests a transfer out of the money market investment option back into that same variable investment option, then
(3)
the second transaction above is considered market timing.
Transfers under dollar cost averaging, automatic rebalancing or any other automatic transfer arrangements to which we have agreed are not affected by these procedures.
The procedures above will be followed in all circumstances, and we will treat all Policy owners the same.
In addition to our internal policies and procedures, we will administer your Policy to comply with any applicable state, federal, and other regulatory requirements concerning transfers. We reserve the right to implement, administer, and charge you for any fee or restriction, including redemption fees, imposed by any underlying Fund. To the extent permitted by law, we also reserve the right to defer the transfer privilege at any time that we are unable to purchase or redeem shares of any of the underlying Funds.
Restrictions initiated by the Funds and information sharing obligations. The Funds have policies and procedures restricting transfers into the Fund. For this reason or for any other reason the Fund deems necessary, a Fund may instruct us to reject a Policy owner’s transfer request. Additionally, a Fund may instruct us to restrict all purchases or transfers into the Fund by a particular Policy owner. We will follow the Fund’s instructions. However, the availability of transfers out of any investment option offered under the Policy is unaffected by the Fund’s policies and procedures.
Please read the Funds’ prospectuses and supplements for information about restrictions that may be initiated by the Funds.
In order to prevent market timing, the Funds have the right to request information regarding Policy owner transaction activity. Upon a Fund’s request, we will provide mutually agreed upon information regarding Policy owner transactions in the Fund.
Account Value Enhancement
Your Policy will be eligible for an Account Value Enhancement at the end of the 21st Policy year, and at the end of each Policy year thereafter. An Account Value Enhancement is a credit we may provide to your accumulation value. At our complete discretion, the
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credit for any Policy year can be 0.01% or greater. We will inform you following the end of each Policy year, starting with the 21st Policy year, and each year thereafter, of the amount, if any, of Account Value Enhancement credited to your Policy.
Here are the additional terms of the Account Value Enhancement:
•
Each Account Value Enhancement will be calculated using your unloaned accumulation value at the end of the last day of the Policy year.
•
The amount of each Account Value Enhancement will be calculated by applying a percentage to the unloaned accumulation value. The percentage, if any, will be reset annually.
•
Each Account Value Enhancement will be allocated to your Policy’s investment options using the premium allocation percentages you have in effect at the time of allocation.
•
There is no Policy charge for any Account Value Enhancement, although some of the Policy charges may be higher because of an increase in your accumulation value.
Enhancements credited to your variable investment options result in an increase in your accumulation value. Each enhancement is fully vested when credited. You will be subject to the risk that investment performance will be unfavorable and your accumulation value will decrease because of the unfavorable performance and the resulting higher insurance charges. As a result you may not receive any benefit from an Account Value Enhancement.
Reports To Policy Owners
Shortly after the end of each Policy year, we will mail you a report that includes information about your Policy’s current death benefit, accumulation value, cash surrender value and Policy loans. We will send you notices to confirm premium payments, transfers and certain other Policy transactions. We will mail to you at your last known address of record, these and any other reports and communications required by law. You should give us prompt written notice of any address change.
It is your responsibility to review these documents carefully and notify us of any inaccuracies immediately. We will review your claim and potentially correct any errors. You may lose certain rights and protections if you do not report errors promptly, except those that cannot be waived under the federal securities laws.
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STANDARD DEATH BENEFITS
Commencement of insurance coverage
After you apply for a Policy, it can sometimes take up to several weeks for us to gather and evaluate all the information we need to determine whether to issue a Policy to you and, if so, what the insured person’s premium class should be. We will not pay a death benefit under a Policy unless (a) it has been delivered to and accepted by the owner and at least the initial premium has been paid, and (b) at the time of such delivery and payment, there have been no adverse developments in the insured person’s health or risk of death. However, if you pay at least the minimum first premium payment with your application for a Policy, we will provide temporary coverage of up to $1,000,000 provided the insured person meets certain medical and risk requirements. The terms and conditions of this coverage are described in our “Limited Temporary Life Insurance Agreement,” available to you when you apply for a Policy.
Your specified amount of insurance.
In your application to buy a Policy, you tell us how much life insurance coverage you want. We call this the “specified amount” of insurance. You may request an increase or deduction in the specified amount, provided that certain conditions are met. For more information, see “Changing the Specified Amount of Insurance” below.
Your death benefit
You must choose one of two death benefit Options under your Policy at the time it is issued.
You can choose Option 1 or Option 2 at the time of your application or at any later time before the Policy’s maturity date. The death benefit we will pay is reduced by any outstanding loan amount and increased by any prepaid loan interest that is not accrued. Depending on the Option you choose, the death benefit we will pay is:
•
Option 1 – The specified amount on the date of the insured person’s death.
•
Option 2 – The sum of (a) the specified amount on the date of the insured person’s death and (b) the Policy’s accumulation value as of the date of death.
See “Partial surrender” for more information about the effect of partial surrenders on the amount of the death benefit.
Under Option 2, your death benefit may be higher than under Option 1, which may result in increased cost of insurance charges. Because the monthly insurance charge we deduct under Option 2 will also be higher to compensate us for our additional risk, your accumulation value for the same amount of premium may be higher under Option 1 than under Option 2.
Any premiums we receive after the insured person’s date of death will be returned and not included in your accumulation value.
Required minimum death benefit
We may be required under federal tax law to pay a larger death benefit than what would be paid under your chosen death benefit Option. We refer to this larger benefit as the “required minimum death benefit” as explained below.
Federal tax law requires a minimum death benefit (the required minimum death benefit) in relation to the accumulation value for a Policy to qualify as life insurance. We will automatically increase the death benefit of a Policy if necessary to ensure that the Policy will continue to qualify as life insurance. One of two tests under current federal tax law may be used: the “guideline premium test” or the “cash value accumulation test.” Only the cash value accumulation test will be used for Policies with an application signed on or after October 7, 2019. For Policies with an application signed before October 7, 2019, the Policy owner must have elected one of these tests when the owner applied for a Policy. After we issue the Policy, the choice may not be changed.
Under the cash value accumulation test, there are no limits on the amount of premium an owner can pay in a Policy year, as long as the death benefit is large enough compared to the accumulation value to meet the minimum death benefit requirement.
The required minimum death benefit is calculated as shown in the tables that follow. If you selected death benefit Option 1 or Option 2 at any time when the required minimum death benefit is more than the death benefit payable under the Option you selected, the death benefit payable would be the required minimum death benefit.
Under federal tax law rules, if you selected death benefit Option 1 and use the cash value accumulation test, rather than the guideline premium test, the payment of additional premiums may cause your accumulation value to increase to the required minimum death benefit. Therefore, under the cash value accumulation test, it is more likely that the required minimum death benefit will apply if you select death benefit Option 1.
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If you anticipate that your Policy may have a substantial accumulation value in relation to its death benefit, you should be aware that the cash value accumulation test may cause the death benefit under the Policy to be higher than it would be under the guideline premium test. To the extent that the cash value accumulation test does result in a higher death benefit, the cost of insurance charges deducted from your Policy will also be higher. This compensates us for the additional risk that we might have to pay the required minimum death benefit.
Under the cash value accumulation test, we calculate the required minimum death benefit by multiplying the Policy’s accumulation value by a required minimum death benefit percentage that varies based on the age and premium class of the insured person. Below is an example of applicable required minimum death benefit percentages for the cash value accumulation test. The percentages shown are for a male, non-tobacco, ages 40 to 120. 
APPLICABLE PERCENTAGES UNDER
CASH VALUE ACCUMULATION TEST
POLICIES WITH AN APPLICATION SIGNED ON OR AFTER OCTOBER 7, 2019
Insured Person’s
Attained Age
40
45
50
55
60
65
70
75
99
100+
%
481%
406%
343%
290%
246%
210%
181%
158%
103%
100%
 
APPLICABLE PERCENTAGES UNDER
CASH VALUE ACCUMULATION TEST
POLICIES WITH AN APPLICATION SIGNED BEFORE OCTOBER 7, 2019
Insured Person’s
Attained Age
40
45
50
55
60
65
70
75
99
100+
%
418%
352%
298%
253%
218%
189%
167%
148%
104%
100%
For Policies with an application signed before October 7, 2019. Under the guideline premium test, total premium payments paid in a Policy year may not exceed the guideline premium payment limitations for life insurance set forth under federal tax law. In addition to meeting the premium requirements, the death benefit must be large enough when compared to the accumulation value to meet the minimum death benefit requirement.
If you have selected the guideline premium test, we calculate the required minimum death benefit by multiplying your Policy’s accumulation value by an applicable required minimum death benefit percentage. The applicable required minimum death benefit percentage is 250% when the insured person’s age is 40 or less, and decreases each year thereafter to 100% when the insured person’s age is 95 or older. The applicable required minimum death benefit percentages under the guideline premium test for certain ages from 40 to 95 are set forth in the following table. 
APPLICABLE PERCENTAGES UNDER
GUIDELINE PREMIUM TEST
POLICIES WITH AN APPLICATION SIGNED BEFORE OCTOBER 7, 2019
Insured Person’s
Attained Age
40
45
50
55
60
65
70
75
99+
%
250%
215%
185%
150%
130%
120%
115%
105%
100%
Your Policy calls the multipliers used for each test the “Death Benefit Corridor Rate.”
Changing the Specified Amount of Insurance
Increase in coverage. At any time before the Policy’s maturity date while the insured person is living, you may request an increase in the specified amount of coverage under your Policy. You must, however, provide us with satisfactory evidence that the insured person continues to meet our requirements for issuing insurance coverage.
In many respects, we treat an increase in specified amount of insurance as if it were the issuance of a new Policy. For example, the monthly insurance charge for the increase will be based on the age, sex and premium class of the insured person at the time of the increase. Also, a new amount of surrender charge applies to the amount of the increase for the 9 Policy years following the increase.
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Whenever you decide to increase your specified amount, you will be subject to a new monthly charge per $1,000 of specified amount. The additional charge assessed for the first 5 Policy years following the increase will be applied only to the increase in your specified amount. Increasing the specified amount may increase the amount of premium you would need to pay to avoid a lapse of your Policy.
Decrease in coverage. After the first Policy year and before the Policy’s maturity date, you may request a reduction in the specified amount of coverage, but not below certain minimums. After any decrease, the death benefit must be at least the greater of:
•
$100,000; and
•
any minimum amount which is necessary for the Policy to continue to meet the federal tax law definition of life insurance.
We will apply any decrease in coverage as of the monthly deduction day (see “Monthly deduction days”) following the valuation date we receive the request.
The decrease in coverage is applied in the following order:
•
Against the specified amount provided by the most recent increase;
•
Against the next most recent increases successively;
•
Against the specified amount provided under your original application.
We will deduct from your accumulation value any surrender charge that is due on account of the decrease. If there is not sufficient accumulation value to pay the surrender charge at the time you request a reduction, the decrease will not be allowed.
A reduction in specified amount will not reduce the monthly charges per $1,000 of specified amount, or the amount of time for which we assess these charges. For instance, if you increase your coverage and follow it by a decrease in coverage within five years of the increase, we will assess the monthly charge per $1,000 of specified amount against the increase in coverage for the full five years even though you have reduced the amount of coverage.
Changing Death Benefit Options
Change of death benefit Option. You may at any time before the Policy’s maturity date, while the insured person is living, request us to change your death benefit option from: Option 1 to Option 2; or Option 2 to Option 1.
•
If you change from Option 1 to Option 2, we automatically reduce your Policy’s specified amount of insurance by the amount of your Policy’s accumulation value (but not below zero) at the time of the change. The change will go into effect on the monthly deduction day following the date we receive your request for change. Any such reduction in specified amount will be subject to the same guidelines and restrictions described in “Decrease in coverage.” We will not charge a surrender charge for this reduction in specified amount. The surrender charge schedule will not be reduced on account of the reduction in specified amount. The monthly charge per $1,000 of specified amount will not change. At the time of the change of death benefit option, your Policy’s monthly insurance charge and surrender value will not change.
•
If you change from Option 2 to Option 1, then as of the date of the change we automatically increase your Policy’s specified amount by the amount of your Policy’s accumulation value. The monthly charge per $1000 of specified amount will not change. At the time of the change of death benefit option, your Policy’s monthly insurance charge and surrender value will not change.
Effect of changes in insurance coverage on guarantee period benefit. A change in coverage does not result in termination of any “guarantee period benefit” rider in effect under a Policy. As long as the requirements of any such rider are met, we will pay a death benefit even if the Policy’s cash surrender value declines to zero. The details of this guarantee are discussed under “20-year benefit rider” and “Lapse protection benefit rider.”
Tax consequences of changes in insurance coverage. Please read “Federal Tax Considerations -Tax Effects” to learn about possible tax consequences of changing your insurance coverage under your Policy. You should consult a tax advisor regarding your circumstances.
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OTHER BENEFITS AVAILABLE UNDER THE POLICY
In addition to the standard death benefits associated with your Policy, other standard and/or optional benefits may also be available to you. The following tables summarize information about those benefits. Information about the fees associated with each benefit included in the tables may be found in “Fee Table.”  
Standard Benefits (No Additional Charge)
Name of Benefit
Purpose
Brief Description of Restrictions / Limitations
Planned Periodic
Premiums
Allows you to select a premium
payment plan to help you pay
premiums on a regular basis
•No additional charge
•Billing occurs monthly, quarterly, semi-annually, or annually
•Payment is not mandatory, but insufficient premium payments
may cause the Policy to lapse
Dollar Cost Averaging
(DCA) Program
Automatically transfers
accumulation value from a variable
investment option of your choice to
one or more other variable
investment options on a regular
basis
•No additional charge
•Must have at least $5,000 (for policies with an application
signed before October 7, 2019) or $500 (for policies with an
application signed on or after October 7, 2019) of
accumulation value in the transferring variable investment
option to start dollar cost averaging
•Minimum amount per transfer is $100
•Transfers may occur monthly, quarterly, semi-annually, or
annually
•Only one instruction may be maintained at any time
•No transfers to or from the Fixed Account
•Not available while automatic rebalancing is in effect
•Transfers do not count against free transfer limits
•We reserve the right to modify, suspend, or terminate this
program at any time
Automatic Rebalancing
Automatically rebalances your
accumulation value in the variable
investment options to correspond to
your premium allocation
designation
•No additional charge
•Must have at least $5,000 of accumulation value to use
automatic rebalancing, unless lapse protection benefit rider is
in effect, in which case there is no minimum
•Rebalances may occur quarterly, semi-annually, or annually
•Only one instruction may be maintained at any time
•No rebalancing for the Fixed Account
•Not available while DCA instructions are in effect
•Rebalances do not count against free transfer limits
Account Value
Enhancement
May provide for a credit to
accumulation value at the end of the
21st Policy year and at the end of
each Policy year thereafter
•No additional charge
•Credit for any Policy year can be 0.01% or greater, as a
percentage of unloaned accumulation value, at our complete
discretion
•Enhancement is fully vested when credited
Enhanced Surrender
Value / Return of
Premium Rider
May increase the amount payable if
you surrender your Policy after a
certain number of Policy years
•Available only under Policies with an application signed on or
after October 7, 2019
•Automatically added at time of Policy issue
•No additional charge
•Enhancement to surrender value is subject to maximum limit
•Partial surrenders may significantly reduce or terminate the
benefit
•May not be reinstated after termination
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Standard Benefits (No Additional Charge)
Name of Benefit
Purpose
Brief Description of Restrictions / Limitations
Guaranteed Minimum
Cash Value Rider
Provides a guaranteed minimum
cash value upon a full surrender of
the Policy
•Available only under Policies applied for on or after October 7,
2019
•Automatically added after first premium payment
•No additional charge
•Benefit will be paid upon full surrender only if certain
conditions are satisfied
•Partial surrenders and loans may significantly reduce the
benefit
•Certain events will automatically terminate the benefit
•May not be reinstated after termination
Overloan Protection
Rider
May keep your Policy from lapsing
due to accrued interest on
outstanding Policy loans
•Available only under Policies with an application signed before
October 7, 2019
•Automatically added at time of Policy issue
•Additional charge applies upon exercise
•Ability to exercise is subject to conditions that many Policy
owners are unlikely to satisfy
•Exercise of benefit may have negative tax consequences.
Please consult your tax or legal advisors.
•Upon exercise, any portion of accumulation value not offset by
outstanding Policy loans will be transferred to or remain in the
Fixed Account
•Significant additional/different restrictions and limitations will
apply throughout the remaining life of the Policy upon exercise
(e.g., the death benefit will be calculated differently)
•No guarantee that the benefit will prevent Policy lapse
20-Year Benefit Rider
Provides conditional protection
against Policy lapse for up to 20
Policy years
•Available only under Policies with an application signed before
October 7, 2019
•Automatically added at time of Policy issue if the optional
lapse protection benefit rider was not elected
•Automatically added to Policy if optional lapse protection
benefit rider is terminated before Policy year 20
•No additional charge
•Must pay monthly guarantee premiums to keep in force
•Certain actions (e.g., changes in specified amount) will result
in recalculation of required monthly guarantee premiums
•Terminates on the earlier of the 20th Policy anniversary or the
Policy anniversary nearest the insured’s 95th birthday
•Partial surrenders and loans may cause the rider to terminate
•Cannot be reinstated after termination
•No guarantee that the benefit will prevent Policy lapse
 
Optional Benefits
Name of Benefit
Purpose
Brief Description of Restrictions/ Limitations
Accidental Death Benefit
Rider
Pays an additional death benefit if
the insured person dies from certain
accidental causes
•Additional charge applies
•Available only at time of Policy issue
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Optional Benefits
Name of Benefit
Purpose
Brief Description of Restrictions/ Limitations
Children’s Term Life
Insurance Rider
Provides term life insurance
coverage on the eligible children of
the Policy’s insured person
•Additional charge applies
•Available at time of Policy issue or any time thereafter
•Automatically terminates at the earlier of the Policy
anniversary nearest the insured’s 65th birthday or the Policy
maturity date
Spouse Term Rider
Provides term life insurance on the
spouse of the Policy’s insured
person
•Available only under Policies applied for on or before May 17,
2019
•Available only at time of Policy issue
•Additional charge applies
•Automatically terminates on the Policy anniversary nearest the
spouse’s 75th birthday
Terminal Illness Rider
Provides a right to request a benefit
if the Policy’s insured person is
certified with a terminal illness
•Available at time of Policy issue or any time thereafter
•Not available in all states
•Additional charges apply
•Must be certified as having a terminal illness and less than 24
months to live (12 months in Florida)
•Benefit limited to 50% of death benefit (excluding any rider
benefits), not to exceed $250,000
•Benefit payment, plus interest and an additional fee, becomes
a lien against future Policy benefits and the cash surrender
value
•Policy will terminate if the total lien, plus any other Policy
loans, exceeds the current death benefit
Waiver of Monthly
Deduction Rider
Provides a waiver of all monthly
charges from accumulation value so
long as the Policy’s insured person
is totally disabled
•Available only at time of Policy issue
•Not available if initial specified amount is greater than
$5,000,000
•Additional charge applies
•Insured must be younger than age 56 at time of purchase
•Waived charges are deducted from cash value, but not
accumulation value
•Outstanding loan interest is not waived – nonpayment of loan
interest may cause the Policy to lapse
•Specified amount and death benefit option may not be
changed while charges are being waived
•No riders may be added while charges are being waived
•No guarantee that the benefit will prevent Policy lapse
Waiver of Specified
Premium Rider
Pays a monthly benefit in the event
the Policy’s insured person
becomes totally disabled
•Available only under Policies with an application submitted on
or after May 1, 2017
•Available only at time of Policy issue
•Not available in all states
•Additional charge applies
•Insured must be age 55 or younger at time of application
•Benefit is determined on date of issue based on planned
periodic premiums, subject to maximum benefit limits
•Benefit becomes payable 180 days after total disability begins
•New claim cannot be made after the Policy anniversary
following the insured person reaching age 60
•No guarantee that the benefit will prevent Policy lapse
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Optional Benefits
Name of Benefit
Purpose
Brief Description of Restrictions/ Limitations
Death Benefit
Installment Rider /
Select Income Rider
Provides for payment to the
beneficiary of all or a part of the
death benefit in installment
payments
•Available only under Policies with an application submitted on
or after May 1, 2017
•Available only at time of Policy issue
•Not available in all states
•No additional charge
•Amount and number of payments are subject to limitations
•Cannot be removed from the Policy once issued
•Installment payments may be taxable
Lapse Protection
Benefit Rider
Provides conditional protection
against Policy lapse
•Availability and charge differ based on date of Policy
application:
•For Policies with an application signed before October 7, 2019,
available for election only at time of Policy issue and an
additional charge applies (i.e., an optional benefit)
•For Policies with an application signed on or after October 7,
2019, automatically added at time of Policy issue and no
additional charge applies (i.e., a standard benefit)
•Rider’s reference amount (the Continuation Guarantee (“CG”)
Account) must be greater than or equal to zero to keep rider in
force
•CG Account value has no cash value and no impact on death
benefit amount or accumulation value
•CG Account value is reduced by monthly deductions, partial
surrenders, surrender charges due to decreases in specified
amount, and Policy loans
•Cash surrender value must be sufficient to cover any loan
interest to keep rider in force
•Investment requirements limit available investment options
•CG Enhancement not available until second Policy anniversary
•Generally must enroll in automatic rebalancing
•No guarantee that the benefit will prevent Policy lapse
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Optional Benefits
Name of Benefit
Purpose
Brief Description of Restrictions/ Limitations
Accelerated Access
SolutionSM / Chronic
Illness Accelerated
Death Benefit Rider
Provides accelerated benefits if the
Policy’s insured person is certified
as being chronically ill and all
eligibility requirements are met
•Available only at time of Policy issue
•Available only if terminal illness rider is also elected
•Not available in all states
•Additional charge applies
•Eligibility requirements (e.g., certification of chronic illness)
must be met for each 12 month benefit period
•Benefit payments reduce the specified amount, accumulation
value, and other Policy values on a proportionate basis
•Cannot receive benefits until end of elimination period unless
waived
•Lifetime benefit payments subject to a maximum limit
•Outstanding liens against the Policy reduce lifetime maximum
benefit
•All accumulation value and premium payments must be
allocated to the Fixed Account during a benefit period
•Specified amount cannot be increased during benefit period
•Investment requirements, applicable upon exercise, limit
available investment options
•Rider will terminate if the terminal illness rider or other
accelerated death benefit is exercised
•Rider will terminate if the lifetime maximum benefit is reduced
to zero
•Rider will terminate if a partial surrender or loan is taken
during a benefit period
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ADDITIONAL INFORMATION ABOUT POLICY RIDERS
The following supplemental benefits (riders) are offered under the Policy. Not all riders are available in all states. Riders and certain benefits and features may vary by state and may be available under a different name in some states. Please refer to APPENDIX C – STATE CONTRACT AVAILABILITY OR VARIATIONS OF CERTAIN FEATURES AND RIDERS for state specific information regarding the availability of riders in your state. Certain riders are automatically added to your Policy, free of charge at Policy issue; you may elect to add other optional rider benefits to your Policy. For the riders that you elect that are subject to an additional charge, the Company will deduct an additional charge from your accumulation value on each monthly deduction day. (See “Fee Table.”) The charges assessed for elected riders may vary based on the individual characteristics of the insured. Eligibility for and changes in these benefits are subject to our rules and procedures as well as Internal Revenue Service guidelines and rules that pertain to the Code’s definition of life insurance as in effect from time to time. More details are included in each rider, which your insurance representative can review with you before you decide to elect any of them. Some of the riders provide guaranteed benefits that are obligations of our general account and not of the Separate Account.
Adding supplemental benefits to an existing Policy, or canceling them, may have tax consequences; you should consult a tax advisor before doing so. Some riders may be elected only at the time of application. Once a rider is elected, we will not terminate the rider without your consent (nor will the rider terminate by operation of law) if all terms and conditions are fully satisfied.
Enhanced Surrender Value Rider (for Policies with an application signed on or after October 7, 2019)
This rider is also referred to as the return of premium rider (“ROP Rider”). The benefit under this rider may increase the amount payable if you surrender your Policy after a certain number of years. If the rider is in force and the Policy is surrendered during the 60-day period immediately following a certain number of policy years, then the benefit under this rider will equal a specified percentage of premiums paid less any partial surrenders. Currently,
•
the enhanced surrender value at the end of policy year 20 equals 50% of premiums paid less any partial surrenders
•
the enhanced surrender value at the end of policy year 25 equals 100% of premiums paid less any partial surrenders
For example, a 38-year-old male, preferred non-tobacco, with a specified amount of $360,000 pays total premium of $3,051.32 per year. At the end of year 20, if the insured chooses to fully surrender the policy, the enhanced surrender value would be $3,051.32 * 20 * 50% = $30,513. At the end of year 25, if the insured chooses to fully surrender the policy, the enhanced surrender value is $3,051.32 * 25 * 100% = $76,283.
In no event will the enhanced surrender value exceed (i) the amount (i.e., the smallest Policy specified amount at any time before the date of surrender, taking into account any increases or decreases in specified amount that have occurred) divided by the death benefit corridor rate at the time of surrender, or (ii) the lowest specified amount multiplied by 40%, referred to as an “Enhancement Cap.” This calculation applies to all Policies.
With the same example above and the end of year 25 as a reference point, the death benefit corridor rate at that time is 2.31, so (i) is $360,000/2.31 = $155,817. The “Enhancement Cap” in (ii) is $360,000 * 40% = $144,000. The minimum of (i) and (ii) is $144,000. Since the enhanced surrender value of $76,283 is smaller than $144,000, the enhanced surrender value at the end of year 25 would be $76,283. If the enhanced surrender value calculated above is larger than $144,000, then the enhanced surrender value would be capped at $144,000.
This rider is automatically available under the Policy. No additional charge is assessed for this rider.
The rider will terminate and the enhanced surrender value benefit will be lost if the CG Account value (as discussed below) falls below the level specified in rider which is equal to the CG Threshold Value described below multiplied by the Termination Percentage shown on the Rider Schedule. The rider will also terminate when the Policy terminates. Once the rider terminates, it cannot be reinstated.
Guaranteed Minimum Cash Value Rider (for Policies applied for on or after October 7, 2019)
Under this rider, the benefit payable upon surrender of the Policy is the greater of: (i) the guaranteed minimum cash value provided by this rider on the date of surrender or (ii) the cash surrender value provided by the Policy on the date of surrender. The guaranteed minimum cash value provided by this rider equals (A multiplied by B) minus C, where
•
A =
○
The specified amount of the Policy on the date of surrender divided by 1,000; multiplied by
○
The applicable guaranteed cash value factor, based on the Policy year in which the surrender occurs.
37
•
B = the lesser of
○
1.0, or
○
CG Account value (as of the date of surrender) divided by the CG threshold value (as of the date of surrender).
•
C = any outstanding loan balance.
For example, a 38-year-old male, preferred non-tobacco, with a specified amount of $360,000 pays total premium of $3,051.32 per year. As a point of reference in this example, at the end of year 10, the applicable guaranteed cash value factor is 4.86., so
•
A = 360,000/1000 * 4.86 = $1,748.
•
B = The CG Account value divided by the CG threshold value at the end of year 10 equals to 1, so B is 1.
•
C = 0, assuming no outstanding loan balance.
As a result, at the end of year 10, the guaranteed minimum cash value would be $1,748 * 1 – 0 = $1,748.
The GMCV is calculated monthly throughput the lifetime of the policy, and the benefit is determined as of the date of surrender.
The rider is automatically provided to a Policy owner once the first premium payment has been paid. We do not assess an additional charge for this rider.
A guaranteed minimum cash value benefit will be paid if the Policy is surrendered while this rider, the lapse protection benefit rider, and the CG benefit, are in effect. A benefit will not be paid under this rider if an enhanced surrender value rider benefit also is payable under the Policy, and the amount of that enhanced surrender value benefit exceeds the amount of the guaranteed minimum cash value rider benefit.
This rider will terminate on the earliest of: (i) the date the Policy terminates, (ii) the date the specified amount of the Policy increases, or (iii) the date a Policy owner’s requested change in premium class for the insured occurs (see “Underwriting and premium classes”). Once terminated, this rider cannot be reinstated.
Accidental Death Benefit Rider
This rider pays an additional death benefit if the insured person dies from certain accidental causes. There is an additional charge for this rider, which currently is $0.07 to $0.15 each month for each $1000 of rider coverage. This charge is deducted at the beginning of each Policy month. For a 38 year old insured person, the additional charge for this rider is $0.09 for each $1000 of rider coverage. If the insured person has a base policy with specified amount of $360,000, and purchases this rider for accidental death benefit amount of $25,000. The insured will pay $0.09 * $25,000/1000 = $2.25 each month. If the insured dies from the covered accidental causes, $25,000 accidental death benefit would be paid in addition to the $360,000 death benefit from the base policy. You can purchase this rider only at the time we issue your Policy. You may later elect to terminate this rider. When the rider terminates the charge will cease.
Children’s Term Life Insurance Rider
This rider provides term life insurance coverage on the eligible children of the person insured under the Policy. There is an additional charge for this rider, which currently is $0.48 each month for each $1000 of rider coverage. This charge is deducted at the beginning of each Policy month. For example, if the insured person purchases $10,000 rider coverage for the eligible children, the insured will pay $0.48 * $10,000/1000 = $4.80 each month. If the eligible children die during the effective period of the rider, death benefit of $10,000 would be paid. This rider is convertible into any other insurance (except for term coverage) available for conversions, under our published rules at the time of conversion. You may purchase this rider at the time we issue your Policy or at any time thereafter. This rider terminates at the earlier of the Policy anniversary nearest the insured person’s 65th birthday or the maturity date shown in your Policy; however, you may elect to terminate it at any time before then. When the rider terminates the charge will cease.
Spouse Term Rider (for policies applied for on or before May 17, 2019)
This rider provides term life insurance on the life of the spouse of the Policy’s insured person. There is an additional charge for this rider, which is currently a monthly charge ranging from $0.01 to $4.61 for each $1000 of rider coverage. This charge is deducted at the beginning of each Policy month. The maximum guaranteed charge is $0.07 to $7.31, for a 38 year old male who is in good health and does not use tobacco products, the additional charge for this rider is $0.22 for each $1000 of rider coverage. For example, if $10,000 rider coverage is purchased, then the monthly rider charge would be $0.22 * $10,000/1000 = $2.20, and the rider benefit of $10,000 would be paid upon the death of the spouse of the Policy’s insured person. This rider terminates no later than the Policy
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anniversary nearest the spouse’s 75th birthday. You can convert this rider into any other insurance, except term, under our published rules at the time of conversion. You can purchase this rider only at the time we issue your Policy. You may later elect to terminate this rider. If you do so, the charge will cease.
Terminal Illness Rider
This rider provides the Policy owner with the right to request a benefit if the Policy’s insured person is certified as having a terminal illness (as defined in the rider) and less than 24 months to live (12 months in Florida). This rider is not available in all states. Please refer to APPENDIX C – STATE CONTRACT AVAILABILITY OR VARIATIONS OF CERTAIN FEATURES AND RIDERS for state specific information regarding the availability of riders in your state. There is a one-time administrative fee charged for this rider, which currently is $150 assessed at the time of the claim. The maximum amount you may receive under this rider before the insured person’s death is 50% of the death benefit that would be due under the Policy (excluding any rider benefits), not to exceed $250,000. The amount of benefits paid under the rider, plus interest on this amount to the next Policy anniversary, plus an administrative fee (not to exceed $250), becomes a “lien” against the remaining benefits payable under the Policy.
For example, if the Policy owner has a policy with death benefit of $360,000, then the maximum the Policy owner may receive under this rider before death would be the lesser of 50% * $360,000 = $180,000 and $250,000, which is $180,000. Assume the Policy owner requests to receive the maximum benefit. The rider benefit payable would be the requested amount minus the one-time administrative fee charge, which equals $180,000 - $150 = $179,850. The remaining death benefit payable under the base policy after the terminal illness rider benefit is paid would become $360,000 - $180,000 = $180,000.
In most states, the maximum interest rate will not exceed the greatest of
1.
the current yield on 90-day U.S. Treasury Bills; or
2.
the Moody’s Corporate Bond Yield Average-Monthly Average Corporates for the month of October preceding the calendar year for which the loan interest rate is determined; or
3.
the interest rate we are using when calculating cash values in the Fixed Account at the time the charge is assessed, plus 1%.
However, in California, Connecticut (for policies issued prior to September 29, 2017), Delaware, D.C., Florida, North Dakota and South Dakota the maximum interest rate will be the greater of only the second and third items above.
A lien is a claim by AGL against all future Policy benefits. We will continue to charge interest in advance on the total amount of the lien and will add any unpaid interest to the total amount of the lien each year. The cash surrender value of the Policy also will be reduced by the amount of the lien. Any time the total lien, plus any other Policy loans, exceeds the Policy’s then current death benefit, the Policy will terminate without further value. You can purchase this rider at any time prior to the maturity date. You may terminate this rider at any time. If you do so, the charge will cease.
Waiver of Monthly Deduction Rider.
This rider provides for a waiver of all monthly charges assessed for both your Policy and riders that we otherwise would deduct from your accumulation value, so long as the insured person is totally disabled (as defined in the rider). This rider is not available for Policies with an initial specified amount greater than $5,000,000. There is an additional charge for this rider, which is currently a monthly charge ranging from $0.01 to $0.64 for each $1000 of the Policy’s net amount of risk. This charge is deducted at the beginning of each Policy month. The maximum guaranteed charge is $0.01 to $0.64. The charge varies by age. For a 38 year old, the additional charge for this rider is $0.02 per $1000 of the Policy’s net amount at risk. While we are paying benefits under this rider we will not permit you to request any increase in the specified amount of your Policy’s coverage. When we “pay benefits” under this rider we deduct all monthly charges (except for loan interest) from your Policy’s cash value, but not from your accumulation value. Therefore your Policy’s accumulation value will not change because of monthly charges. Since the duration of the waiver may differ in California, please ask your insurance representative.
For example, assume an in-force Policy with the Waiver of Monthly Deduction Rider has an initial specified amount of $1,000,000, and the Policy owner exercises the rider after he or she has become totally disabled. Also assume that on the next monthly deduction date, a monthly deduction of $200 would have been deducted from the Policy’s cash value (then equal to $10,000) and accumulation value (then equal to $11,000). Because the rider was exercised, we would waive that monthly deduction. We would reduce the cash value by $200 (from $10,000 to $9,800), but the accumulation value would remain $11,000 (excluding the impact of investment performance, any loan interest, and any additional premium payments would have on cash value and accumulation value). We would similarly waive all other monthly deductions for the duration of the waiver.
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You should carefully consider the following risks associated with exercising this rider:
•
If you have an outstanding Policy loan, loan interest must be paid either as premium or from the Policy’s accumulation value. It is possible the Policy will lapse for nonpayment of loan interest.
•
You may not increase or decrease the Policy’s specified amount while monthly deductions are waived.
•
You may not change the death benefit Option while monthly deductions are waived.
•
You may not add any riders while monthly deductions are waived.
You can purchase this rider on the life of an insured person who is younger than age 56. You can purchase this rider only at the time we issue your Policy. You may later elect to terminate this rider. When the rider terminates the charge will cease.
Waiver of Specified Premium Rider
This rider will pay a monthly benefit into the Policy in the event the insured person becomes totally disabled. The benefit becomes payable 180 days after the total disability begins. This rider may not be available in all states. Please see APPENDIX C – STATE CONTRACT AVAILABILITY OR VARIATIONS OF CERTAIN FEATURES AND RIDERS for state specific information regarding the availability of riders in your state.
This rider can be selected only at the time you apply for a Policy and only if your application is submitted on or after May 1, 2017. There is an additional charge for this rider. This charge is deducted at the beginning of each Policy month. The current monthly charge is a maximum of $0.26 per dollar payable under the rider. The maximum guaranteed charge is $0.26 per $1.00 payable under the rider and it will not be less than $0.05 per $1.00. The current charge for a 38 year old is $0.07 per $1.00. The monthly benefit is determined on the date the rider is issued based on your planned periodic premium, subject to maximum benefit limits under the rider. The insured person must be age 55 or younger at the time of application. A new claim for benefits under the rider cannot be made after the Policy anniversary following the insured person reaching age 60.
For example, assume an in-force Policy has the Waiver of Specified Premium Rider, and that the Policy owner becomes totally disabled at age 50 on January 1, 2022. Based on these assumptions, the Policy owner could submit a new claim under the rider no earlier than June 30, 2022, which would be 180 days after the total disability began. Further, assume that after waiting at least 180 days after the total disability began, the Policy owner submits a new claim for benefits under the rider and that, based on the Policy owner’s planned period premium, the Policy owner is entitled to a monthly benefit of $150. In these circumstances, we would pay $150 into the Policy each month for the duration of the waiver, subject to the rider’s maximum benefit. Each benefit payment would increase the Policy’s cash value and accumulation value by $150.
Monthly charges due under the Policy may be waived on account of another benefit rider you may have selected. If the other waiver rider is not issued, but this rider is issued and you have a total disability as defined by this rider, we will pay your selected benefit into the Policy, limited to the amount of premiums payable into the Policy under federal tax law.
You should carefully consider that the monthly benefit that may become payable under this rider does not guarantee the Policy will remain in force. You may be required to pay premiums during the total disability of the insured person to keep the Policy in force. You should consider if the Waiver of Monthly Deduction Rider or the Terminal Illness Rider, if available, may be more appropriate for your planning.
Death Benefit Installment Rider
This rider is also referred to as the select income rider. It provides for payment to your beneficiary of all or a part of the death benefit in installment payments. You choose the amount of the payments and the number of payments, subject to rider limitations. There is no additional charge for this rider while your Policy is in force. This rider may not be available in all states. Please see APPENDIX C – STATE CONTRACT AVAILABILITY OR VARIATIONS OF CERTAIN FEATURES AND RIDERS for state specific information regarding the availability of riders in your state.
This rider is available only if your application for your Policy is submitted on or after May 1, 2017. You must select this rider at the time the Policy is issued. Once this rider is issued it cannot be removed from the Policy. If you select this rider, there will be a
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reduction in your monthly insurance charge. Installment payments paid under this rider may be taxable. If so, you or your beneficiary may incur a tax obligation. You should consult your personal tax advisor to determine the impact of death benefit installment payments.
Overloan Protection Rider (for Policies with an application signed before October 7, 2019)
This rider may keep your Policy from lapsing due to interest charges on outstanding Policy loans. This rider allows you to retain the death benefit coverage under your Policy and discontinue paying premiums. We issue this rider automatically when your Policy is issued.
If you exercise the rider, you could be deemed to be in receipt of a taxable distribution of the outstanding loan balance. You should consult a tax advisor before exercising the rider to determine the tax consequences.
This rider does not automatically guarantee that your Policy will not lapse. There are several conditions you must meet in order for the rider to be exercised. The conditions are listed at the end of this section. We do not anticipate that many Policy owners will meet all those conditions.
There is a one-time charge for this rider, currently equal to 3.5% of your Policy’s accumulation value when the rider is exercised. See “Fee Table.” This charge will never be greater than 5% of the accumulation value. There is no charge if the rider is never exercised.
You can request to exercise the rider when:
(1) 
The sum of outstanding Policy loans equals or exceeds 94% of the cash value; and
(2) 
The Policy has been in force at least until the later of:
(a)
the Policy anniversary nearest the insured person’s age 75; or
(b)
the 15th Policy anniversary.
The exercise date of the rider is the monthly deduction day on or next following the date we receive your written request and all requirements for exercising the rider are satisfied. Here are the requirements:
•
There must be sufficient cash surrender value to cover the one-time charge;
•
If you elected death benefit Option 2 when you applied for a Policy, you must change it to death benefit Option 1 (death benefit Option 1 is equal to the specified amount on the date of the insured person’s death);
•
The Policy must not be a modified endowment contract and the guideline premium test must be selected when the Policy is applied for;
•
The sum of all partial surrenders taken by the time the rider is exercised must equal or exceed the sum of all premiums paid;
•
The sum of all outstanding Policy loans by the time the rider is exercised must equal or exceed the specified amount; and
•
There can be no riders in force at the time the rider is exercised that require charges after the exercise date, other than term life insurance riders (a term life insurance rider cannot require a change in its death benefit amount that is scheduled to take effect after the exercise date).
On the exercise date the portion of your accumulation value not offset by your outstanding Policy loans will be transferred to, or will remain in, the Fixed Account.
The following conditions apply beginning with the exercise date:
•
Interest will continue to be credited to your accumulation value and charged against outstanding loans;
•
All future monthly deductions will be waived, including those for any term rider;
•
No additional premiums will be accepted;
•
The Policy cannot become a modified endowment contract;
•
No new Policy loans or partial surrenders will be allowed;
•
Policy loans can be repaid;
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•
No changes will be allowed in the specified amount or choice of death benefit Option;
•
No transfers or allocations of accumulation value from the Fixed Account will be allowed; and
•
The Policy’s death benefit will be the applicable Death Benefit Corridor Rate times the greater of the accumulation value and the outstanding total Policy loan amount.
For example, assume that the Policy has a cash value of $10,000 and the sum of outstanding Policy loans equals $9,400. In these circumstances, because the sum of outstanding Policy loans equals or exceeds 94% of the cash value, the Policy owner could request to exercise the rider, provided that the Policy has been in force for a sufficient period of time. Further, assume that the Policy owner exercises the rider and, at the time of exercise, the accumulation value is $20,000. In this example, we hold the entire accumulation value of $20,000 in the Fixed Account, where it would remain for the life of the Policy. Fixed Account interest would be credited to the amount held in the Fixed Account, and loan interest would be charged against the outstanding policy loan, but the Policy would be protected from lapse due to interest charges on the outstanding Policy loans. The Policy owner would not be allowed to make new premium payments, take new Policy loans, or take any partial surrenders. Assume later that the Policy’s death benefit becomes payable when the accumulation value is $15,000 and the outstanding Policy loan amount is $10,000, and at that time the Death Benefit Corridor Rate is 1.05. Under these circumstances, the death benefit would equal $15,750, which is equal to the accumulation value multiplied by the Death Benefit Corridor Rate.
The rider will terminate on the earlier of the following dates:
•
Upon your written request to terminate the rider; or
•
Upon termination of the Policy.
20-Year Benefit Rider (for Policies with an application signed before October 7, 2019)
This rider is a benefit that is automatically provided to any Policy owner who did not elect to purchase the lapse protection benefit rider at Policy issue, or who terminates the lapse protection benefit rider before Policy year 20. A Policy owner must pay the monthly guarantee premiums to keep this rider in force. While the rider is in force, the Policy will not lapse and we will provide a death benefit depending on the death benefit option the Policy owner has chosen. There is no additional charge for the rider. The rider provides a guarantee, explained below, until the earlier of:
•
The 20th Policy anniversary; or
•
The Policy anniversary nearest the insured person’s 95th birthday.
This rider’s potential benefit is limited to a maximum of 20 Policy years. However, the need for life insurance varies from person to person, and often is a consideration based on how dependent family members are on the health and income of the insured person. Policy owners who are concerned that their need for life insurance will be for longer than 20 years may want to elect a lapse protection benefit that is available for a longer period of time.
Policy months are measured from the “date of issue” of your Policy. On the first day of each Policy month that you are covered by the rider, we determine if the monthly guarantee premium requirement has been met, as follows: (i) if the sum of all premiums paid to date, minus withdrawals and minus any outstanding Policy loan amount, equals or exceeds the sum of all monthly guarantee premiums, beginning with the date of issue and including the monthly guarantee premium for the then-current month; then (ii) you have met the monthly guarantee premium requirement.
As long as a Policy owner has met the monthly guarantee premium requirement, the Policy will not enter a grace period, or terminate (i.e., lapse) because of insufficient cash surrender value. See “Policy Lapse and Reinstatement.”
For example, assume a Policy has the 20-Year Benefit Rider and that the rider remains in effect for the duration of this example. Further, assume to date that the Policy owner (i) has paid $20,000 in total premiums, taken $2,500 in withdrawals, and has $2,500 in outstanding Policy loans, and (ii) has paid $6,000 in monthly guarantee premiums. Because the sum of all premiums paid to date, minus withdrawals and minus any outstanding Policy loan amount (i.e., $20,000 - $2,500 - $2,500 = $15,000), equals or exceeds the sum of all monthly guarantee premiums paid (i.e., $6,000), the Policy would not lapse even if the accumulation value reduced by any outstanding loan amount was not enough to pay the monthly deduction. However, if the Policy owner had instead only paid $10,000 in total premiums, the rider would not protect against lapse because the sum of all premiums paid to date, minus withdrawals and minus any outstanding Policy loan amount (i.e., $10,000 - $2,500 - $2,500 = $5,000), would not equal or exceed the sum of all monthly guarantee premiums paid (i.e., $6,000).
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If a Policy owner does not meet the monthly guarantee premium requirement, we will notify the Policy owner in writing within 30 days. The 20-year benefit rider will remain in force during the 61-day period that follows failure to meet the monthly guarantee premium requirement. The notice will advise a Policy owner of the amount of premium the Policy owner must pay to keep the rider from terminating. If a Policy owner does not pay the amount required to keep the rider in force by the end of the 61-day period, the rider will terminate and cannot be reinstated.
If the 20-year benefit rider terminates and the cash surrender value is insufficient, the Policy will lapse unless the Policy owner pays an amount of premium sufficient to keep the Policy from lapsing. The 20-year benefit rider will not be reactivated, however, even if the Policy owner pays enough premium to keep the Policy from lapsing.
Whenever the Policy owner increases or decreases the specified amount, changes death benefit options, adds or deletes another benefit rider or changes premium class, we calculate a new monthly guarantee premium. These changes will not affect the terms or the duration of the rider. The amount you must pay to keep the rider in force, however, will increase or decrease. We can calculate a Policy owner’s new monthly guarantee premium as the result of a Policy change before that change is made. Please contact either your insurance representative or the Administrative Center shown under “Contact Information” for this purpose.
•
For increases in the specified amount, the new monthly guarantee premium is calculated based on the insured person’s age on the effective date of the increase, and the amount of the increase.
•
For decreases in the specified amount, the new monthly guarantee premium is adjusted on a pro-rata basis. For instance, if the specified amount is reduced by one-half, the monthly guarantee premium is reduced by one-half.
•
For the addition or deletion of any other benefit rider, the monthly guarantee premium will be increased or decreased by the amount of the charge for the rider.
•
For a change in premium class, the new monthly guarantee premium is calculated based on the insured person’s attained age and the new premium class.
Lapse Protection Benefit Riders
For Policies with an application signed before October 7, 2019, this rider was optional at issue, and the 20-year benefit is not automatically provided to Policy owners for whom the lapse protection benefit rider is in effect. An additional charge for the rider, $0.0008, is deducted monthly for each $1,000 of the Policy’s net amount at risk. This charge is deducted at the beginning of each Policy Month.
For policies with an application signed on or after October 7, 2019, this rider is a benefit that is automatically provided to Policy owners, and no additional charge is assessed for the rider. This rider provides protection from Policy lapse. For Policies with an application signed before October 7, 2019, this includes the time a person applies for the Policy or the time the Policy is issued. If the owner of a Policy with an application signed before October 7, 2019, declines or terminates the Policy, the rider charge will cease as of the termination date.
Key terms: It is important to understand several terms and concepts that are key to understanding the operation of the lapse protection benefit rider. Please see APPENDIX B – LAPSE PROTECTION BENEFIT RIDER EXAMPLES for more information.
•
Continuation Guarantee (“CG”) Account: The CG Account creates a reference value used to determine whether a CG benefit is in effect. Unlike the Policy, the CG Account does not have an actual cash value or cash surrender value.
•
Continuation Guarantee Account Value (“CG Account value”): After the Policy is issued and the CG Account has been established, its value is calculated in a manner similar to your actual accumulation value. We determine the CG Account value, however, using different charges and crediting different interest rates. The CG Account value is determined on the date of issue and on each monthly deduction day thereafter. Interest is credited monthly using an annual effective rate, compounded daily. The CG interest rates are shown in the rider and are subject to change, as described in the rider. Except as stated in the rider, the table of CG cost of insurance rates and all other CG charges are guaranteed not to change. The CG Account has no impact on your death benefit, or accumulation value. The CG Account value can be less than zero.
•
Continuation Guarantee Benefit (“CG benefit”): The benefit provided under the lapse protection benefit rider will be in effect as long as the following conditions are met:
○
The CG Account value is greater than or equal to zero;
○
The cash surrender value of the policy is enough to cover any loan interest when due; and
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○
The total amount of your accumulation value less any outstanding loan amount is allocated in accordance with the investment restrictions imposed under the rider.
While there are potential scenarios where the CG benefit allows a Policy to remain in force longer than it otherwise would, based on premiums paid and investment performance, there also are scenarios in which the Continuation Guarantee would not provide a tangible benefit.
•
CG Specified Amount: The CG specified amount is used to determine the CG Account value. The initial CG specified amount is the same as the initial specified amount for the Policy. Changes to the Policy specified amount will be applied to the CG specified amount. However, death benefit option changes may cause the CG specified amount to differ from the specified amount of the Policy.
•
Charges against the CG Account (“CG Monthly Deduction”): The following charges are deducted from the CG Account value and are used only to determine if the Policy’s CG benefit is in effect. These charges are not deducted from the Policy’s accumulation Value.
•
CG Monthly Administration Fee. This monthly fee is currently zero.
•
CG Premium Expense Charge. This charge is calculated by multiplying the amount of each premium when it is paid by the applicable Continuation Guarantee Premium Expense Charge Percentage (“Percentage”) shown on your Rider Schedule. There are percentages for amounts up to and in excess of the CG target premium. The CG target premium is a reference value used with the CG Premium Expense Charge. The Percentages used for each Policy owner will not change for the life of the Policy.
•
CG Monthly Expense Charge. We may deduct a monthly charge from the CG Account value that depends on the CG specified amount (as discussed above) and the insured person’s sex, age and premium class. The CG Monthly Expense Charge is guaranteed to remain at the level set at Policy issue.
•
CG Cost of Insurance Charge (“CG COI Charge”). A CG COI Charge will be deducted monthly from the CG Account value. The COI rate will vary based on the insured person’s sex, age, specified amount, and premium class, as well as the Policy year.
•
Additional potential adjustments to the CG Account value: We make the following additional adjustments to the CG Account value. These charges apply depending on choices the Policy owner makes after the Policy is issued.
•
Monthly charges for any other riders selected.
•
An amount equal to any partial surrenders.
•
An amount equal to any surrender charges due to any decrease in the Policy’s specified amount.
•
An amount equal to the gross amount of Policy loans; loan repayments will be added to the value.
•
Continuation Guarantee Enhancement (“CG Enhancement”): This feature provides the Policy owner with the opportunity to receive a reduction in the CG COI charges and the monthly charges for any riders attached under the Policy by the CG Premium Expense Charge Percentage. During the first two Policy years, the CG COI Charges are automatically reduced by the applicable CG Premium Expense Charge Percentage each Policy year. Beginning with the second Policy anniversary, and on each Policy anniversary thereafter, the Policy will be eligible for the CG Enhancement if the sum of premiums paid for the twenty-four Policy months immediately preceding the Policy anniversary equals or exceeds a threshold premium level. If the requirements of the CG Enhancement are met, the reduction will be in effect for the entire upcoming Policy year.
•
Continuation Guarantee Account Threshold Value (“CG Account Threshold Value”): This value is used to determine what interest rate is credited to your Policy’s CG Account value each month. For CG Account values equal to or less than the CG Account Threshold Value, the CG Interest Rate applies. For CG Account values in excess of the CG Account Threshold Value, the CG Excess Interest Rate applies.
Investment requirements.
Under Policies that include a lapse protection benefit rider, we may require that a portion of a Policy owner’s accumulation value be allocated to the VALIC Co. I Dynamic Allocation Fund. In addition, we limit the total amount of your accumulation value, less any outstanding loan amount, that can be invested in certain investment options that we designate as “restricted investment options.” See “Investment Requirements for Optional Benefits” under APPENDIX A – FUNDS AVAILABLE UNDER THE POLICY for additional information.
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For Policies with an application signed on or after October 7, 2019, there is no requirement to enroll in automatic rebalancing. However, automatic rebalancing is available at the request of the Policy owner.
For applications signed before October 7, 2019, if the lapse protection benefit rider is in effect, we will enroll you in our automatic rebalancing program with quarterly rebalancing to ensure that your allocation will continue to comply with the investment requirements for the VALIC Co. I Dynamic Allocation Fund and the restricted investment options. If rebalancing instructions are not provided, we will align your rebalancing allocations with your premium allocation instructions. Under automatic rebalancing, your accumulation value is automatically reallocated to the investment options in percentages that correspond to your then current and compliant premium allocation designation.
If at any point, for any reason, your rebalancing instructions would result in allocations inconsistent with the investment requirements, we will revert to the last compliant instructions on file. You can modify your rebalancing instructions, as long as they are consistent with the investment requirements, by contacting our Administrative Center. See “Automatic rebalancing.”
You may choose to rebalance more frequently than quarterly, provided we offer more frequent rebalancing.
Before you elect the lapse protection benefit rider, you and your financial advisor should carefully consider whether the investment requirements associated with the lapse protection benefit rider meet your investment objectives and risk tolerance.
The investment option restrictions may reduce the need to rely on the guarantees provided by the lapse protection benefit rider because they allocate your accumulation value across asset classes and potentially limit exposure to market volatility. As a result, you may have better, or worse, returns under your investment option choices by allocating your accumulation value more aggressively.
If you elect to terminate the lapse protection benefit rider, all of the investment option restrictions will also terminate.
We may revise the investment option restrictions for any existing Policies to the extent that investment options are added, deleted, substituted, merged or otherwise reorganized. Furthermore, in the event that an investment option is added, we would determine if it was suitable for inclusion in the restricted investment options. In the event that we delete the availability of an investment option, you will no longer be permitted to allocate additional investments to the option. In the event of a substitution, merger, or reorganization of an investment option, the investments in the Fund would be transferred to the successor or surviving Fund. The successor or surviving Fund could be classified as a restricted fund if not already. We will promptly notify you of any changes to the investment option restrictions due to deletions, substitutions, mergers or reorganizations of the investment options.
Reinstatement. If your Policy lapses, this rider will also lapse. We will reinstate this rider by written request if your Policy is reinstated at the same time. The reinstated rider will be in force from the same date that the Policy is reinstated.
Termination. This rider will terminate if:
•
you elect to terminate this rider;
•
the Policy terminates or matures;
•
automatic rebalancing has been discontinued, except when discontinued while there is a 100% allocation of accumulation value to the Fixed Account or to an investment option that is not a restricted investment option as identified above; or
•
you change your automatic rebalancing percentages to allow for less than the required minimum percentage of accumulation value allocated to the VALIC Co. I Dynamic Allocation Fund, or for more than the permitted percentage of the policy’s total accumulation value less Policy loans to be invested in restricted investment options.
Accelerated Access Solution
The Accelerated Access SolutionSM, also referred to as the Chronic Illness Accelerated Death Benefit Rider, provides you with accelerated benefits if the insured person is certified as being chronically ill as defined in the rider and all eligibility requirements under the rider are met. This rider may not be available in all states. Please see APPENDIX C – STATE CONTRACT AVAILABILITY OR VARIATIONS OF CERTAIN FEATURES AND RIDERS for state specific information regarding the availability of riders in your state.
Only the insured person under your Policy is covered by this rider. Accelerated benefits are paid to you or your estate prior to the death of the insured person. You may choose monthly benefit payments or a lump sum payment option. Your accelerated benefit payments may be used for any purpose; however, this rider does not specifically provide long-term care insurance, nursing care insurance or home care insurance. Subject to its availability, you must also elect the Terminal Illness Rider in order to elect this rider. No accelerated benefit will be payable on the basis of any other rider attached to your Policy. You must elect this rider at the time you apply for the Policy. There is a separate charge for each rider. The monthly current and maximum guaranteed charges range from
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$0.04 to $4.70 for each $1000 of rider net amount at risk. This charge is deducted at the beginning of each Policy month. For a 38 year old male who is underwritten as preferred non-tobacco, with a specified amount of $360,000, the representative charge is $0.09 for each $1000 of rider net amount at risk for a benefit paid monthly as 2% of the Policy’s death benefit. For example, for month 1, the net amount of risk is $357,735.12, so the rider charge for this month would be $0.09 * $357,735.12/1000 = $33.48. You may later elect to terminate this rider. If you do so, the charge will cease.
The rider’s effect on the Policy’s death benefit
•
The Policy’s death benefit is reduced by the benefit amounts paid under this rider; and
•
The remaining death benefit is paid to beneficiaries income tax-free under current tax law.
For example, for the same 38 year old Policy owner with a specified amount of $360,000, if the benefits paid under this rider is $60,000, then the remaining death benefit paid upon death would be reduced to $360,000 - $60,000 = $300,000.
Benefit period. The benefit period is defined as the initial 12-month period commencing with the first monthly deduction day after we approve a request for an accelerated benefit and each subsequent 12-month period which begins on the first monthly deduction day following the end of the most recent benefit period. In order to receive accelerated benefit payments during a particular benefit period, we must receive certification or re-certification of the insured person’s chronic illness for that benefit period, and the insured person must meet the eligibility requirements listed below. We must receive a certification for the initial benefit period, and a re-certification for each benefit period thereafter.
Eligibility for Benefits. While your Policy and this rider are in force, you will become eligible, each benefit period, for accelerated benefit payments during the life of the insured person when each of the following conditions is met:
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We receive (in good order) and approve your written request for an accelerated benefit under this rider;
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We receive (in good order) and accept the certification or re-certification;
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We receive (in good order) written consent from any irrevocable beneficiaries or assignee of record for accelerated benefits;
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The Elimination Period, unless waived, has expired. “Elimination Period” means a period of consecutive days, as shown on the rider schedule, which must expire before the insured person becomes eligible for one or more accelerated benefit payments. Such period begins on the day we receive certification or re-certification that the insured person is chronically ill; and
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The insured person is chronically ill at the time a benefit payment is made.
Lifetime maximum benefit. The lifetime maximum benefit payable under the rider is equal to:
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The lesser of (a) and (b) where:
(a)
Equals the lifetime maximum benefit percentage multiplied by the death benefit (excluding riders/endorsements) at the time all of the conditions in the “Eligibility for Benefits” section are first satisfied; and
(b)
Equals the lifetime dollar limitation;
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Reduced by any outstanding lien against the Policy resulting from any other accelerated death benefit endorsement or rider attached to the Policy.
The lifetime maximum benefit percentage and the lifetime dollar limitation are shown on the rider schedule. The lifetime maximum benefit will be reduced by the amount of each monthly benefit when it is paid to you. The amount of each monthly benefit is calculated before any adjustment for Policy loan repayment or any discount under the lump sum option.
Lump sum option. For any benefit period, you may request a lump sum payment option. To change from the lump sum option to monthly benefit payments, you must request the change in writing sent to our Administrative Center at least 90 days in advance of the beginning of the next benefit period.
The lump sum will equal the sum of the present value of the monthly benefit (before any adjustment for loans) payable each month during the benefit period. The maximum interest rate we use to calculate the present value will not exceed the greater of:
•
The current yield on 90-day U.S. Treasury Bills; and
•
The current maximum statutory adjustable policy loan interest rate.
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Transfer of accumulation value prior to payment of an accelerated benefit. Upon approval of your request for an accelerated benefit, we will transfer the value of each of the variable investment options to the Fixed Account. Such transfer of your interest in a variable investment option prior to payment of an accelerated benefit will not be subject to a transfer fee and it will not impact your number of available free transfers. While you are receiving accelerated benefit payments, all premium payments will be allocated to the Fixed Account and transfers out of the Fixed Account will not be allowed.
Waiver of monthly deduction. The Policy’s monthly deductions and the CG Account’s monthly deductions, if any, will be waived beginning on the date monthly benefits begin under this rider and will continue while the conditions for Eligibility for Benefits are met.
Claims. Requests for payment of benefits under the rider must be submitted to us in writing at our Administrative Center. Upon receipt of the request (in good order), we will mail a claim form to you within 15 working days. If the claim form is not sent within this 15-day period, and you provide proof that the insured person is chronically ill in a format other than our claim form, you will be deemed to have complied with the claim requirement. Such proof must include, but is not limited to, a certification or re-certification statement signed by a licensed health care practitioner certifying that the insured person is chronically ill. We will pay benefits immediately upon receipt of due written proof of eligibility.
Impact of changes in the specified amount. If the specified amount of the Policy is increased under the terms of the Policy, the lifetime maximum benefit may also be increased, subject to the lifetime dollar limitation. We will require an application and evidence of insurability satisfactory to us for any increase in the lifetime maximum benefit. An increase will be effective on the monthly deduction day on or next following the date the application for increase is approved by us.
If the specified amount of the Policy is reduced, the lifetime maximum benefit may be reduced. No increases in specified amount are permitted during any benefit period.
Impact on Policy. Each monthly benefit payment will reduce certain policy components by a proportional amount. This proportion will equal the monthly benefit payment, before reduction for repayment of Policy loans, divided by the death benefit immediately before the payment. The components that will be reduced by this provision are the accumulation value and the specified amount; and, as applicable, surrender charges, CG Account value, monthly guarantee premium, and Policy loan amount.
An amount equal to the reduction in policy loan value will be applied as a loan repayment, and thus will reduce the accelerated benefit payments. If death benefit Option 2 is in effect, the death benefit Option will be changed in death benefit Option 1 prior to the first accelerated benefit payment. This means that the death benefit will automatically be equal to the specified amount as of the date of death. No further death benefit Option changes are permitted during any benefit period.
Effects of Accelerated Benefit Payments. You should consider that receiving or having the contractual right to receive any accelerated benefit payment may affect your eligibility for Medicaid, Supplemental Security Income (SSI), or other government benefits or entitlements. You should contact the Medicaid Unit of Your local Department of Public Welfare and the Social Security Administration for more information. If you initiate an accelerated benefit claim during the contestability period of the Policy to which this rider is attached or the contestability period of a reinstatement of the Policy, the entire Policy may be rescinded if any material misrepresentation of any information was made on the insurance application for the Policy or on an applicable reinstatement application. Similarly, if you initiate an accelerated benefit claim during the contestability period of an increase in the specified amount, that increase may be rescinded if any material misrepresentation of any information was made on the insurance application for the increase in specified amount.
Rider Cost of Insurance. The monthly cost of insurance for the Accelerated Access SolutionSM rider will be added to the monthly deduction for the Policy. The maximum rider cost of insurance rates per $1,000 of rider amount at risk are shown in “Fee Table.” We can use rider cost of insurance rates that are lower than the maximum rates. Any change in rates will apply to all riders in the same premium class as this rider.
We calculate the cost of insurance for this rider on each monthly deduction day. The rider cost of insurance is equal to:
•
The applicable rider cost of insurance rate per unit; multiplied by
•
The rider net amount at risk; divided by
•
$1,000.
•
The rider net amount at risk under this provision is equal to the least of:
•
The lifetime maximum benefit percentage, multiplied by the death benefit on the monthly deduction day; and
•
The remaining lifetime maximum benefit on the monthly deduction day; and
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•
The net amount at risk for the Policy to which this rider is attached on the monthly deduction day.
Cost of insurance if the lapse protection benefit rider also applies to the Policy. If the Accelerated Access SolutionSM rider and the lapse protection benefit rider both apply to a Policy, then the cost of insurance for the Accelerated Access SolutionSM rider will be deducted from the CG Account used to determine the lapse protection benefit. The cost of insurance for the CG Account is equal to:
•
The applicable rider cost of insurance rate per unit; multiplied by
•
The rider net amount at risk; divided by
•
$1,000.
The rider net amount at risk under this provision is equal to the least of:
•
The lifetime maximum benefit percentage, multiplied by the death benefit on the monthly deduction day; and
•
The remaining lifetime maximum benefit on the monthly deduction day; and
•
The CG Account’s net amount at risk for the Policy to which this rider is attached on the monthly deduction day.
Incontestability. We will not contest payment of any accelerated benefit after this rider has been in force during the insured person’s lifetime for 2 years from the rider date of issue. If the Policy to which this rider is attached lapses and is subsequently reinstated, this rider will not be contested after it has been in force during the insured person’s lifetime for 2 years following the date we approve our reinstatement application.
Reinstatement. If the Policy and this rider terminate at the same time, and the Policy is reinstated, this rider will also be reinstated, subject to evidence of insurability provided to us. (See “Policy Lapse and Reinstatement”).
Limitations. The accelerated benefit will be subject to the following limitations:
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This benefit is not intended to allow third parties to cause you to involuntarily access the Policy proceeds payable to the named Beneficiary. Therefore, the accelerated benefit will not be available if you are required to request it for any third party, including any creditor, government agency, trustee in bankruptcy or any other person or as the result of a court order;
•
If the insured person dies after a request for any accelerated benefit has been submitted and before you receive an accelerated benefit payment, such request will be voided and the Policy’s death benefit will be payable; and
•
If the insured person dies before all accelerated benefit payments have been received, all remaining payments will be voided and the Policy’s death benefit will be payable, subject to all other Policy provisions.
Termination. This rider will terminate upon the earliest of:
•
The date the Policy terminates; or
•
Any date requested by you in writing, as long as such date is within the period during which a cost of insurance for the rider is payable; or
•
The date we approve a written request from you under an accelerated death benefit rider attached to the Policy to accelerate the Policy’s death benefit because of the insured person’s terminal illness;
•
The date the lifetime maximum benefit equals zero; or
•
The date a partial surrender or a new policy loan is taken under the Policy during a benefit period.
We will pay benefits under the rider after it has terminated if, while the rider was in force, all conditions of the Eligibility of Benefits provision were met and the insured person was chronically ill.
Tax Consequences of Additional Rider Benefits.
Adding or deleting riders, or increasing or decreasing coverage under existing riders can have tax consequences. See “Federal Tax Considerations - Tax Effects.” You should consult a tax advisor for questions.
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POLICY TRANSACTIONS
The following transactions may have different effects on the accumulation value, death benefit, specified amount or cost of insurance. You should consider the net effects before requesting a Policy transaction. See “Policy Features.” Certain transactions also include charges. For information regarding other charges, see “Charges Under the Policy.”
eDelivery, Life Consumer Portal, Telephone Transactions and Written Transactions
For information, refer to Communication with AGL eDelivery, Life Consumer Portal, telephone transactions and written transactions.
Withdrawing Policy Investments
Full surrender. You may at any time surrender your Policy in full. If you surrender your Policy during the first 5 Policy years, we will pay you an amount equal to your accumulation value less any outstanding loan amount. If you surrender your Policy after the first 5 Policy years, we will pay you the accumulation value, less any applicable surrender charge, less any outstanding loan amount (see “Policy loans”). We call this amount your “cash surrender value.” If you surrender your Policy during the surrender charge period (for Policies with a signed application before October 7, 2019, the first 9 years and for the first 9 Policy years following an increase in the Policy’s specified amount, and for Policies with a signed application on or after October 7, 2019, the first 19 Policy years and the first 19 Policy years following an increase in the Policy’s specified amount), any surrender charge that you pay may be significant. Federal income tax and/or a penalty tax may also apply.
Partial surrender. You may, at any time after the first Policy year and before the Policy’s maturity date, make a partial surrender of your Policy’s cash surrender value. A partial surrender must be at least $500. We will automatically reduce your Policy’s accumulation value by the amount of your withdrawal and any related charges (including any applicable surrender charge). We do not allow partial surrenders that would reduce the death benefit below $100,000.
If the Option 1 death benefit is then in effect, we also will reduce your Policy’s specified amount by the amount of such withdrawal and charges, but not below $100,000. We will take any such reduction in specified amount in accordance with the description found under “Decrease in coverage.”
You may choose the investment option or options from which money that you withdraw will be taken. Otherwise, we will allocate the partial surrender in the same proportions as then apply for deducting monthly charges under your Policy or, if that is not possible, in proportion to the amount of accumulation value you then have in each investment option.
We assess a $10 partial surrender processing fee for each partial surrender.
Option to convert to paid-up endowment insurance. If your Policy was issued in Florida, you have the option to have the Policy endorsed as a non-participating non-variable paid-up endowment life insurance policy. Any riders you have elected terminate when you exercise this option. Here is the information you should know about this option:
•
we use your original Policy’s cash surrender value as a single premium for the new policy;
•
we use the insured person’s age at the time you exercise this option to determine how much coverage you will receive (this amount is the new death benefit);
•
you will owe no additional premiums while the new policy is in force;
•
we will pay the amount of coverage to the beneficiary when the insured person dies and the new policy will terminate; and
•
we will pay the amount of coverage to the owner if the insured person is living at the new policy’s maturity date and the new policy will terminate.
Policy loans. You may at any time borrow from us an amount up to your Policy’s cash surrender value less three times the amount of the charges we assess against your accumulation value on your monthly deduction day. The minimum amount you can borrow is $500 or, if less, your Policy’s cash surrender value less three times the amount of the charges we assess against your accumulation value on your monthly deduction day.
We reserve the right at any time to limit the maximum loan amount to 90% of your accumulation value. The 90% limit will apply to: (i) all policies regardless of the date of issue; and (ii) any loans taken after the new limit is declared. Any loans outstanding when the new limit is declared will be administered under the rules for loans that were in place at the time the loan was taken.
The outstanding loan amount equals:
•
the loan amount as of the beginning of the Policy year; plus
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•
new loans taken; plus
•
accrued but unpaid loan interest; minus
•
loan repayments.
At the time the loan is initiated, we remove from your investment options an amount equal to your loan and hold that part of your accumulation value in the Fixed Account as collateral for the loan. You may choose which of your investment options the loan will be taken from. If you do not so specify, we will allocate the loan in the same way that charges under your Policy are being allocated. If this is not possible, we will make the loan pro-rata from each investment option that you then are using.
We will credit your Policy with interest on this collateral amount on a monthly basis and at a guaranteed annual effective rate of 4.00% (rather than any amount you could otherwise earn in one of our investment options).
Loan interest is due in advance and accrues daily. For any loan, you may choose to: (i) have loan interest deducted from the amount being borrowed when the loan is made, or (ii) pay loan interest as it accrues. Any accrued, but unpaid, loan interest remaining at the end of a Policy year will be (i) deducted from the variable investment options according to allocation instructions you have given, and (ii) added to the part of your accumulation value in the Fixed Account being held as collateral for the loan. Except for preferred loans (as discussed below), we will charge you interest on your loan at the end of each Policy year at an annual effective rate of 4.75%. Interest you pay on Policy loans will not, in most cases, be deductible on your tax returns.
You may repay all or part (but not less than $100 unless it is the final payment) of your loan at any time before the death of the insured person while the Policy is in force. You must designate any loan repayment as such. Otherwise, we will treat it as a premium payment instead. Any loan repayments go first to repay all loans that were taken from the Fixed Account. We will invest any additional loan repayments you make in the investment options you request. In the absence of such a request we will invest the repayment in the same proportion as you then have selected for premium payments that we receive from you. Any unpaid loan (increased by any unearned loan interest we may have already charged) will be deducted from the proceeds we pay following the insured person’s death.
A Policy loan, whether or not repaid, will affect accumulation value over time because we subtract the amount of the loan and any accrued loan interest payable from the variable investment options and/or Fixed Account as collateral while the loan is outstanding, and this loan collateral does not participate in the investment performance of the variable investment options or receive any excess interest credited to the Fixed Account. We reduce the amount we pay on the insured person’s death, and the cash surrender value, by the amount of any outstanding Policy loan and accrued loan interest. Your Policy may lapse (terminate without value) if outstanding Policy loans plus any accrued loan interest payable reduce the cash surrender value to zero. If you surrender the Policy or allow it to lapse while a Policy loan remains outstanding, the outstanding loan amount, to the extent it has not been previously taxed, is treated as a distribution from the Policy and may be subject to federal income taxation.
Preferred loan interest rate. We will charge a lower interest rate on loans available after the first 10 Policy years. We call these “preferred loans.” Preferred loan interest is due in advance and accrues daily. The maximum amount eligible for preferred loans for any year is: (i) 10% of your Policy’s accumulation value (which includes any loan collateral we are holding for your Policy loans) at the Policy anniversary; or, if less, (ii) your Policy’s maximum remaining loan value at that Policy anniversary.
We have full discretion to vary the preferred loan interest rate we charge you, provided that the rate: (i) will always be no less than the guaranteed preferred loan collateral annual effective rate of 3.00%; and (ii) will never exceed an annual effective rate of 4.25% (maximum).
We will always credit your preferred loan collateral amount at a guaranteed annual effective rate of 4.00%.
Maturity of your Policy. If the insured person is living on the maturity date shown in your Policy, we will pay you the cash surrender value of the Policy, and the Policy will end. The maturity date can be no later than the Policy anniversary nearest the insured person’s 121st birthday, unless you have elected to extend coverage to a later date you designate. See “Option to extend coverage.”
Option to extend coverage. You may elect to extend your original maturity date to a later date you designate. If you do so, and if the insured person is living on the maturity date, coverage will be continued until the date of death of the insured person.
To elect this option, you must submit a written request in good order and on a form acceptable to us at least 30 days prior to the original maturity date. You will incur no charge for exercising this option.
The option provides for a death benefit after your original maturity date equal to the death benefit in effect on the day prior to your original maturity date. If the death benefit is based fully, or in part, on the accumulation value, we will adjust the death benefit to
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reflect future changes in your accumulation value. The death benefit will never be less than the accumulation value. The death benefit will be reduced by any outstanding Policy loan amount. Here are the option’s additional features:
•
You may not revoke your exercising this option;
•
No riders attached to this Policy will be extended unless otherwise stated in the rider;
•
No further charges will be assessed on the monthly deduction day;
•
You may not pay any new premiums;
•
Interest on Policy loans will continue to accrue;
•
You may repay all or part of a loan at any time; and
•
Your accumulation value in the variable investment options will be transferred to the Fixed Account on your original maturity date.
Tax considerations. Please refer to “Federal Tax Considerations” for information about the possible tax consequences to you when you receive any loan, surrender, maturity benefit or other funds from your Policy. A Policy loan may cause the Policy to lapse which may result in adverse tax consequences.
POLICY PAYMENTS
Payment Options
The beneficiary will receive the full death benefit proceeds from the Policy as a single sum, unless the beneficiary elects another method of payment within 60 days after we receive notification of the insured person’s death. Likewise, the Policy owner will receive the full proceeds that become payable upon full surrender or the maturity date, unless the Policy owner elects another method of payment within 60 days after we receive notification of full surrender or the maturity date.
The payee can elect that all or part of such proceeds be applied to one or more of the following payment Options. If the payee dies before all guaranteed payments are paid, the payee’s heirs or estate will be paid the remaining payments.
The payee can elect that all or part of such proceeds be applied to one or more of the following payment Options:
•
Option 1 – Equal monthly payments for a specified period of time.
•
Option 2 – Equal monthly payments of a selected amount of at least $60 per year for each $1,000 of proceeds until all amounts are paid out.
•
Option 3 – Equal monthly payments for the payee’s life, but with payments guaranteed for a specified number of years. These payments are based on annuity rates that are set forth in the Policy or, at the payee’s request, the annuity rates that we then are using. Please refer to APPENDIX D – ANNUITY RATES for these rates.
•
Option 4 – Proceeds left to accumulate at an interest rate of 1% compounded annually for any period up to 30 years. At the payee’s request we will make payments to the payee monthly, quarterly, semiannually, or annually. The payee can also request a partial withdrawal of any amount of $500 or more. There is no charge for partial withdrawals.
Additional payment Options may also be available with our consent. We have the right to reject any payment Option if the payee is a corporation or other entity. You can read more about each of these Options in the Policy and in the separate form of payment contract that we issue when any such Option takes effect.
Interest rates that we credit under each Option will be at least 1%.
Change of payment Option. The owner may give us written instructions to change any payment Option previously elected at any time while the Policy is in force and before the start date of the payment Option.
Tax impact. If a payment Option is chosen, you or your beneficiary may have adverse tax consequences. You should consult with a tax advisor before deciding whether to elect one or more payment Options.
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The Beneficiary
You name your beneficiary or beneficiaries when you apply for a Policy. The beneficiary is entitled to the insurance benefits of the Policy. You may change the beneficiary during the lifetime of the insured person unless your previous designation of beneficiary provides otherwise. In this case the previous beneficiary must give us permission to change the beneficiary and then we will accept your instructions. A new beneficiary designation is effective as of the date you sign it, but will not affect any payments we may make before we receive it in good order at our Administrative Center. If no beneficiary is living when the insured person dies, we will pay the insurance proceeds to the owner or the owner’s estate.
Assignment of a Policy
You may assign (transfer) your rights in a Policy to someone else as collateral for a loan or for some other reason. We will not be bound by an assignment unless it is received in writing at our Administrative Center. You must provide us with two copies of the assignment. We are not responsible for any payment we make or any action we take before we receive a complete notice of the assignment in good order. We are also not responsible for the validity of the assignment. An absolute assignment is a change of ownership. Because there may be unfavorable tax consequences, including recognition of taxable income and the loss of income tax-free treatment for any death benefit payable to the beneficiary, you should consult a tax advisor before making an assignment.
Payment of Proceeds
General
•
We generally will pay any death benefit, maturity benefit, cash surrender value or loan proceeds within seven days after we receive, in good order, the last required form/request, along with any other documents that may be required for payment.
•
For death benefits, if instructions about the desired manner of payment for a death benefit are not provided within sixty days after we receive notification of the insured person’s death, we will pay the proceeds as a single sum, normally within seven days.
•
For cash surrenders or maturity benefits, if instructions about the desired manner of payment are not provided within sixty days after a request, we will pay the proceeds as a single sum, normally within seven days.
Delay of Fixed Account proceeds. We have the right, however, to defer payment or transfers of amounts out of the Fixed Account for up to six months. If we delay more than 30 days in paying you such amounts, we will pay interest of at least 3% a year from the date we receive all items we require to make the payment.
Delay for check clearance. We reserve the right to defer payment of that portion of your accumulation value that is attributable to a payment made by check for a reasonable period of time (not to exceed 15 days) to allow the check to clear the banking system.
Delay of Separate Account VL-R proceeds. We reserve the right to defer computation of values and payment of any death benefit, loan or other distribution that comes from that portion of your accumulation value that is allocated to Separate Account VL-R, if:
•
the NYSE is closed other than weekend and holiday closings;
•
trading on the NYSE is restricted;
•
an emergency exists as determined by the SEC or other appropriate regulatory authority, such that disposal of securities or determination of the accumulation value is not reasonably practicable; or
•
the SEC by order so permits for the protection of Policy owners.
Transfers and allocations of accumulation value among the investment options may also be postponed under these circumstances. If we need to defer calculation of Separate Account VL-R values for any of the foregoing reasons, all delayed transactions will be processed at the next values that we do compute.
In addition, pursuant to SEC rules, if the Fidelity VIP Government Money Market Portfolio suspends payment of redemption proceeds in connection with the liquidation of such fund, then we will delay payment of any transfer, withdrawal, surrender, loan or death benefit from the Fidelity VIP Government Money Market Portfolio until the fund is liquidated.
Delay to challenge coverage. We may challenge the validity of your insurance Policy based on any material misstatements in your application or any application for a change in coverage. However,
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•
We cannot challenge the Policy after it has been in effect, during the insured person’s lifetime, for two years from the date the Policy was issued or restored after termination.
•
We cannot challenge any Policy change that requires evidence of insurability (such as an increase in specified amount) after the change has been in effect for two years during the insured person’s lifetime.
•
We cannot challenge an additional benefit rider that provides benefits if the insured person becomes totally disabled, after two years from the later of the Policy’s date of issue or the date the additional benefit rider becomes effective.
Delay required under applicable law. We may be required under applicable law to reject a premium payment and/or block a Policy owner’s account and thereby refuse to pay any request for transfers, withdrawals, surrenders, loans, or death benefits until we receive instructions from the appropriate regulator. We also may be required to provide additional information about you or your account to government regulators.
ADDITIONAL RIGHTS THAT WE HAVE
We have the right at any time to:
•
transfer the entire balance in an investment option in accordance with any transfer request you make that would reduce your accumulation value for that option to below $500;
•
transfer the entire balance in proportion to any other investment options you then are using, if the accumulation value in an investment option is below $500 for any other reason;
•
end the automatic rebalancing feature if your accumulation value falls below $5,000;
•
replace the underlying Fund that any investment option uses with another Fund, subject to SEC and other required regulatory approvals or other applicable law;
•
add, delete or limit investment options, combine two or more investment options, or withdraw assets relating to the Policies from one investment option and put them into another, subject to SEC and other required regulatory approvals;
•
operate Separate Account VL-R under the direction of a committee or discharge such a committee at any time;
•
operate Separate Account VL-R, or one or more investment options, in any other form the law allows, including a form that allows us to make direct investments. Separate Account VL-R may be charged an advisory fee if its investments are made directly rather than through another investment company. In that case, we may make any legal investments we wish; or
•
make other changes in the Policy that in our judgment are necessary or appropriate to ensure that the Policy continues to qualify for tax treatment as life insurance, and/or that would not dilute or otherwise adversely affect the cash surrender value, death benefit, accumulation value, or other accrued rights or benefits available under the Policy.
VARIATIONS IN POLICY OR INVESTMENT OPTION TERMS AND CONDITIONS
We have the right to make some variations in the terms and conditions of a Policy or its investment options. Any variations will be made only in accordance with uniform rules that we establish. We intend to comply with all applicable laws in making any changes and, if necessary, we will seek Policy owner approval and SEC and other regulatory approvals. Here are some of the potential variations:
Underwriting and premium classes. We may add or remove premium classes. We currently have six premium classes we use to decide how much the monthly insurance charges under any particular Policy will be:
•
Three Non-Tobacco classes: preferred plus, preferred and standard;
•
Two Tobacco classes: preferred and standard; and
•
One Juvenile class: juvenile.
Various factors such as the insured person’s age, health history, occupation and history of tobacco use, are used in considering the appropriate premium class for the insured. “Tobacco use” refers to not only smoking, but also the use of other products that contain nicotine. Tobacco use includes the use of nicotine patches and nicotine gum. Premium classes are described in your Policy.
A Policy owner may request a change in premium class for an insured upon providing evidence of insurability.
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Non-Medical Underwriting Program. AGL may offer a non-medical underwriting program. The insured person’s age and specified amount of insurance are used in determining whether the insured person qualifies for this program. If the insured person qualifies for this program, underwriting will not include a para-med exam. Premium charges for non-medical underwriting and full underwriting for individuals within the same rate class are the same.
Policies purchased through “internal rollovers.” We maintain published rules that describe the procedures necessary to replace life insurance policies we have issued. Not all types of other insurance are eligible to be replaced with a Policy. Our published rules may be changed from time to time, but are evenly applied to all our customers.
State law requirements. AGL is subject to the insurance laws and regulations in every jurisdiction in which the Policies are sold. As a result, various time periods and other terms and conditions described in this prospectus may vary depending on where you reside. These variations will be reflected in your Policy and related endorsements.
Expenses or risks. AGL may vary the charges and other terms within the limits of the Policy where special circumstances result in sales, administrative or other expenses, mortality risks or other risks that are different from those normally associated with the Policy.
CHARGES UNDER THE POLICY
Statutory premium tax charge. Unless your Policy was issued in Oregon, we deduct from each premium a charge for the tax that is then applicable to us in your state or other jurisdiction. These taxes, if any, currently range in the United States from 0.5% to 3.5%. For example, the highest premium tax rate, 3.5%, is in the state of Nevada, while the lowest premium tax rate, 0.5%, is in the state of Illinois. Certain local jurisdictions may assess additional premium taxes, which will increase the tax rate.
Please let us know if you move to another jurisdiction, so we can adjust this charge if required. You are not permitted to deduct the amount of these taxes on your income tax return. We use this charge to offset our obligation to pay premium tax on the Policies. You may contact our Administrative Center for information about premium tax rates in any state.
Premium expense charge. After we deduct premium tax from each premium payment, for Policies with an application signed on or after October 7, 2019, we will deduct a maximum of 25.0% from the remaining amount. The current charge varies based on the insured’s sex, age, premium class, policy year and specified amount. For Policies with an application signed before October 7, 2019, we will deduct a maximum of 10.0% from the remaining amount. For Policies applied for on or after July 1, 2018 and with an application signed on or before October 6, 2019, the current charge is 5% through year 5, 2.0% thereafter. For Policies applied for on or after July 1, 2017 through June 30, 2018, the current charge is 7% through year 5, 5% for years 6 through 10 and 2% thereafter. The current charge is 9% in Policy years 1-5, 5% in Policy years 6-10, and 2% in Policy years 11+ for Policies applied for on or before June 30, 2017.
Daily charge (mortality and expense risk fee). We can deduct a daily charge your accumulation value invested in variable investment options that, together with other Policy fees and charges, compensates us for: (i) services rendered in providing customer support (e.g., illustrations, underwriting, lapse notification, claims processing, telephone and fax transactions, account statements, prospectuses) and investment-related services (e.g., automatic billing, asset rebalancing, dollar cost averaging, transfers, tax reporting); (ii) the expenses we expect to incur; and (iii) the risks we assume. (See “More About Policy Charges.”)
Flat monthly charge (monthly administration fee). We will deduct $10 from your accumulation value each month. This fee is deducted at the beginning of each Policy month. We may lower this charge but it is guaranteed to never exceed $10. AGL receives this charge to pay for the cost of administrative services we provide under the Policies, such as regulatory mailings and responding to Policy owners’ requests.
Monthly charge per $1,000 of specified amount. The Policies have a monthly charge per $1,000 of specified amount that will be deducted during the first 5 Policy years and during the first 5 Policy years following any increase in specified amount. The charge assessed during the 5 Policy years following an increase in specified amount is only upon the amount of the increase in specified amount. The charge is deducted at the beginning of each Policy month. This charge varies according to the age, sex and premium class of the insured person, as well as the amount of coverage. The dollar amount of this charge changes with each increase in your Policy’s specified amount. This charge is referred to in your Policy as the “Monthly Expense Charge”. AGL receives this charge to pay for underwriting costs and other costs of issuing the Policies, and also to help pay for the administrative services we provide under the Policies.
Monthly cost of insurance charge.At the beginning of each Policy month, we will deduct from your accumulation value a charge based on the cost of insurance rates applicable to your Policy on the date of the deduction and our “net amount at risk” on that date. Our net amount at risk is the difference between (a) the death benefit that would be payable before reduction by Policy loans if the insured person died on that date and (b) the then total accumulation value under the Policy. For otherwise identical Policies:
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•
greater amounts at risk result in a higher monthly insurance charge; and
•
higher cost of insurance rates also result in a higher monthly insurance charge.
Keep in mind that investment performance of the investment options in which you have accumulation value will affect the total amount of your accumulation value. Therefore your monthly insurance charge can be greater or less, depending on investment performance.
The actual monthly cost of insurance rates are based on our expectations as to future mortality and expense experience. We reserve the right to change monthly cost of insurance rates. However, these rates will never exceed the guaranteed cost of insurance rates stated in your Policy.
•
For Policies with an application signed for on or after October 7, 2019, the guaranteed rates are based on the 2017 Commissioners Standard Ordinary Mortality Table (“2017 CSO Table”).
•
For Policies with an application signed before October 7, 2019, the guaranteed rates are based on the 2001 Commissioners Standard Ordinary Mortality Table.
In general the longer you own your Policy, the higher the cost of insurance rate will be as the insured person grows older. Also our cost of insurance rates will generally be lower if the insured person is a female than if a male. Similarly, our current cost of insurance rates are generally lower for non-tobacco users (insured persons who do not use tobacco or other products that contain nicotine) than tobacco users, and for persons considered to be in excellent health. On the other hand, insured persons who present particular health, occupational or non-work related risks may require higher cost of insurance rates and other additional charges based on the specified amount of insurance coverage under their Policies.
Finally, our current cost of insurance rates for the same insured person differ depending on the specified amount in force on the day the charge is deducted. We have different rates we apply for specified amounts. The highest rates begin with the minimum specified amount. The rates decline on a graduated schedule as the specified amount increases. Your insurance representative can discuss the schedule with you. Our cost of insurance rates are generally higher under a Policy that has been in force for some period of time than they would be under an otherwise identical Policy purchased more recently on the same insured person.
AGL receives this charge to fund the death benefits we pay under the Policies.
Monthly Charges for Policy Riders. We will deduct charges monthly from your accumulation value, if you select certain Policy riders. In addition, the interest charge for the terminal illness rider benefit is assessed each Policy anniversary. The charges, if any, for any rider you select will vary by Policy within a range based on either the personal characteristics of the insured person or the specific coverage you choose under the rider. The riders are described under “Additional Information about Policy Riders”. The specific charges for any riders you choose will be shown in your Policy. AGL receives these charges to pay for the benefits under the riders and to help offset the risks we assume.
Surrender charge. For Policies with an application signed on and after October 7, 2019, a surrender charge applies for a maximum of the first nineteen (19) Policy years (and for a maximum of the first 19 Policy years after any increase in the Policy’s specified amount). For Policies with a signed application before October 7, 2019, a surrender charge applies for a maximum of the first nine (9) Policy years (and for a maximum of the first 9 Policy years after any increase in the Policy’s specified amount).
The amount of the surrender charge depends on the sex, age, and premium class of the insured person, as well as the Policy year and specified amount. The surrender charge decreases on an annual basis until, (i) in the twentieth (20th) Policy year or the 20th year following an increase in specified amount, for Policies with an application on and after October 7, 2019, or (ii) in the ninth (9th) Policy year or the 9th Policy year following an increase in specified amount, for Policies with an application signed before October 7, 2019, when it is zero. These decreases are also based on the age and other insurance characteristics of the insured person.
The following chart illustrates how the surrender charge declines over the first 19 Policy years for Policies with an application signed on and after October 7, 2019 (and over the first 9 Policy years for Policies with an application signed before October 7, 2019). The chart is for a 38 year old male with the characteristics referred to in “Fee Table” under “Representative Charge.” Surrender charges may differ for other insured persons because the amount of the annual reduction in the surrender charge may differ. 
Surrender Charge for Polices with an application signed on or after October 7, 2019 for a 38 Year Old Male
Policy Year
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Surrender Charge Per
$1,000 of Specified
amount
$24
$23
$23
$23
$22
$22
$22
$21
$21
$20
$20
$20
$19
$19
$19
$15
$11
$7
$3
$0
 
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Surrender Charge for Policies with an application signed before October 7, 2019 for a 38 Year Old Male
Policy Year
1
2
3
4
5
6
7
8
9
10
Surrender Charge Per $1,000 of Specified amount
$19
$19
$19
$19
$18
$15
$11
$7
$3
$0
Surrender charges will apply if the Policy is surrendered or if the initial specified amount of the Policy is reduced during the surrender charge period. We will deduct the entire amount of any then applicable surrender charge from the accumulation value at the time of a full surrender. A requested decrease in a Policy’s specified amount will not affect the surrender charge schedule. Any reduction in specified amount will be subject to any applicable pro-rata surrender charge (i.e., the dollar amount of the decrease in specified amount multiplied by the rate shown in the “Table of Surrender Charges per $1,000 of Specified Amount”) for the Policy. The pro-rata surrender charge will be deducted from the accumulation value at the time the specified amount is reduced. The surrender charges for the remainder of the surrender charge period will be reduced proportionally. A Policy owner may not decrease the specified amount of a Policy if the pro-rata surrender charge exceeds the accumulation value.
For those Policies with an application signed on or after October 7, 2019, that lapse in the first 19 Policy years and those Policies with an application signed before October 7, 2019, that lapse in the first 9 Policy years, AGL receives surrender charges to help recover sales expenses. Depending on the age and health risk of the insured person when the Policy is issued, more premium may be required to pay for all Policy charges. As a result, we use the insured person’s age and sex to help determine the appropriate rate of surrender charge per $1,000 of specified amount to help us offset these higher sales charges.
Partial surrender processing fee. We will charge a maximum fee equal to the lesser of 2% of the amount withdrawn or $25 for each partial surrender you make. This charge is currently $10. AGL receives this charge to help pay for the expense of making a partial surrender.
Transfer fee. Each Policy year, we will charge a $25 transfer fee for each transfer between investment options that exceeds 12 in that Policy year. This charge will be deducted from the investment options in the same ratio as the requested transfer. AGL receives this charge to help pay for the expense of making the requested transfer.
Personalized Illustration Charge. If you request illustrations more than once in any Policy year, we may charge a maximum fee of $25 for the illustration. AGL receives this charge to help pay for the expenses of providing additional illustrations.
Loan Interest Spread. We refer to the difference between the amount we charge you for a loan and the amount that we credit to the portion of your accumulation value in the Fixed Account used as collateral for the loan as the “loan interest spread.” We will charge you interest on any loan at an annual effective rate of 4.75%. The loan interest charged on a preferred loan (available after the first 10 Policy years) will never exceed an annual effective rate of 4.25%. AGL receives these charges to help pay for the expenses of administering and providing for Policy loans. We will credit interest at an annual effective rate of 4.0%. See “Policy loans.”
Charge for taxes. We can adjust charges in the future on account of taxes we incur or reserves we set aside for taxes in connection with the Policies. This would reduce the investment experience of your accumulation value. In no event will any adjusted charge exceed the maximum guaranteed charge shown in “Fee Table.” All maximum guaranteed charges also appear in your Policy.
For a further discussion regarding these charges we will deduct from your investment in a Policy, see “More About Policy Charges.”
Fund charges. Charges are deducted from and expenses are paid out of the assets of the Funds that are described in the prospectuses for the Funds.
During periods of low short-term interest rates, and in part due to Policy fees and expenses that are assessed as frequently as daily, the yield of the money market investment division may become extremely low and possibly negative. If the daily dividends paid by the underlying mutual fund for the money market investment division are less than the Policy’s fees and expenses, the money market investment division’s unit value will decrease. In the case of negative yields, your accumulation value in the money market investment division will lose value.
Allocation of charges. You may choose the investment options from which we deduct all monthly charges and any applicable surrender charges. If you do not have enough accumulation value in those investment options, we will deduct these charges in the same ratio the charges bear to the unloaned accumulation value you then have in each investment option.
More About Policy Charges
Purpose of our charges. The charges under the Policy are designed to cover, in total, our direct and indirect costs of selling, administering and providing benefits under the Policy. They are also designed, in total, to compensate us for the risks we assume and services that we provide under the Policy. These include:
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•
mortality risks (such as the risk that insured persons will, on average, die before we expect, thereby increasing the amount of claims we must pay);
•
sales risks (such as the risk that the number of Policies we sell and the premiums we receive net of withdrawals, are less than we expect, thereby depriving us of expected economies of scale);
•
regulatory risks (such as the risk that tax or other regulations may be changed in ways adverse to issuers of variable universal life insurance policies); and
•
expense risks (such as the risk that the costs of administrative services that the Policy requires us to provide will exceed what we currently project).
The current monthly insurance charge has been designed primarily to provide funds out of which we can make payments of death benefits under the Policy as the insured person dies.
General. If the charges that we collect from the Policies exceed our total costs in connection with the Policies, we will earn a profit. Otherwise we will incur a loss. We reserve the right to increase the charges to the maximum amounts on Policies issued in the future.
Although the paragraphs above describe the primary purposes for which charges under the Policies have been designed, these purposes are subject to considerable change over the life of a Policy. We can retain or use the revenues from any charge for any purpose.
Distribution of the Policies
Payments We Make. We make payments in connection with the distribution of the Policies that generally fall into the three categories below. Compensation arrangements may provide broker-dealers (“selling firms”) and/or their registered representatives with an incentive to favor sales of our Policies over other variable universal life insurance policies (or other investments) with respect to which a selling firm or registered representative does not receive the same level of additional compensation. You should discuss with your selling firm and/or registered representative how they are compensated for sales of a Policy and/or any resulting real or perceived conflicts of interest. You may wish to take such compensation arrangements into account when considering or evaluating any recommendation relating to this Policy.
We do not assess a specific charge directly to you or your Separate Account assets in order to cover commissions and other sales expenses and incentives we pay. However, we anticipate recovering these amounts from our profits which are derived from the fees and charges collected under the Policy. We hope to benefit from these compensation arrangements through increased sales of our Policies and greater customer service support.
Based on the payments we make, as described below, or similar payments that other insurance companies may make, registered representatives may have a financial incentive to offer you a new life insurance policy in place of the one you already own. You should exchange a policy you already own only if you determine, after comparing the features, fees, and risks of both policies, that it is better for you to purchase the new policy rather than continue to own your existing policy.
Commissions. Selling firms licensed under federal securities laws and state insurance laws sell the Policy to the public. The selling firms have entered into written selling agreements with the Company and Corebridge Capital Services, Inc., the distributor of the Policies. Corebridge Capital Services, Inc. is a member of the Financial Industry Regulatory Authority (FINRA). We pay commissions to the selling firms for the sale of your Policy. The selling firms are paid commissions for the promotion and sale of the Policies according to one or more schedules. The amount and timing of commissions will vary depending on the selling firm and its selling agreement with us.
The registered representative who sells you the Policy typically receives a portion of the compensation we pay to his/her selling firm, depending on the agreement between the selling firms and its registered representative and their internal compensation program. We are not involved in determining your registered representatives’ compensation.
Additional cash compensation. We may enter into agreements to pay selling firms support fees in the form of additional cash compensation (“revenue sharing”). These revenue sharing payments may be intended to reimburse the selling firms for specific expenses incurred or may be based on sales, certain assets under management, longevity of assets invested with us and/or a flat fee. Asset-based payments primarily create incentives to service and maintain previously sold Policies. Sales-based payments primarily create incentives to make new sales of Policies.
These revenue sharing payments may be consideration for, among other things, product placement/preference and visibility, greater access to train and educate the selling firm’s registered representatives about our Policies, our participation in sales conferences and
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educational seminars and for selling firms to perform due diligence on our Policies. The amount of these fees may be tied to the anticipated level of our access in that selling firm.
We enter into such revenue sharing arrangements in our discretion and we may negotiate customized arrangements with selling firms, including affiliated and non-affiliated selling firms based on various factors. These special compensation arrangements are not offered to all selling firms and the terms of such arrangements may vary between selling firms depending on, among other things, the level and type of marketing and distribution support provided, assets under management and the volume and size of the sales of our Policies.
If allowed by his or her selling firm, a registered representative or other eligible person may purchase a Policy on a basis in which an additional amount is credited to the Policy.
Non-cash compensation. Some registered representatives may receive various types of non-cash compensation such as gifts, promotional items and entertainment in connection with our marketing efforts. We may also pay for registered representatives to attend educational and/or business seminars. Any such compensation is paid in accordance with SEC and the Financial Industry Regulatory Authority rules.
Compensation Paid to Broker-Dealers and Banks. We and the Distributor, CCS, have sales agreements with various broker-dealers and banks under which the Policies will be sold by registered representatives of the broker-dealers or employees of the banks. These registered representatives and employees are also required to be authorized under applicable state regulations as life insurance agents to sell variable universal life insurance. The broker-dealers are ordinarily required to be registered with the SEC and must be members of FINRA.
We pay compensation directly to broker-dealers and banks for promotion and sales of the Policies. The compensation may vary with the sales agreement, but is generally not expected to exceed:
•
125% of the premiums received in the first Policy year up to a “target premium;”
•
3.5% of the premiums in excess of the target premium received in Policy year 1;
•
2% of all premiums received in Policy years 2 through 10;
•
a comparable amount of compensation to broker-dealers or banks with respect to any increase in the specified amount of coverage that you request; and
•
any amounts that we may pay for broker-dealers or banks expense allowances, bonuses, wholesaler fees, training allowances or additional compensation for the Policies.
At our discretion, we may pay additional first Policy year commissions to any broker-dealer or bank for sales conducted by a particular registered representative of that broker-dealer or bank. We may pay up to a total of 125% of the premiums we receive in the first Policy year.
The target premium is an amount of level annual premium that would be necessary to support the benefits under your Policy, based on certain assumptions that we believe are reasonable. The target premium is also the maximum amount of premium to which the first year commission rate applies. Commissions paid on premiums received in excess of the target premium are paid at the excess rate. The target premium is an amount calculated in accordance with the method of calculation and rates from the AGL target premium schedules. AGL may change the target premium schedules from time to time. The target premium applicable to a particular coverage shall be determined from the schedule in force when the first premium for such coverage is entered as paid in accounting records of AGL.
If the total amount of premiums paid in the first Policy year (on a per Policy basis) is less than the target premium, premium received at any time through the second Policy year, up to the balance of the first year target premium, will receive the first Policy year up to the target commission rate. Any additional premium received in the second Policy year will be treated as second Policy year premium.
The maximum value of any alternative amounts we may pay for sales of the Policies is expected to be equivalent over time to the amounts described above. For example, we may pay a broker-dealer compensation in a lump sum which will not exceed the aggregate compensation described above.
We pay the compensation directly to any selling broker-dealer firm or bank. We pay the compensation from our own resources which does not result in any additional charge to you that is not described in your Policy. Each broker-dealer firm or bank, in turn, may compensate its registered representative or employee who acts as agent in selling you a Policy.
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We sponsor a non-qualified deferred compensation plan (“Plan”) for our insurance agents. The Plan is closed to new participants. Some of our agents may be registered representatives of broker-dealers that are or were our affiliates and sell the Policies. These agents may, subject to regulatory approval, receive benefits under the Plan when they sell the Policies. The benefits are deferred, and the Plan terms may result in the agent never receiving the benefits. The Plan provides for a varying amount of benefits annually. We have the right to change the Plan in ways that affect the amount of benefits earned each year.
ACCUMULATION VALUE
Your accumulation value. From each premium payment you make, we deduct the charges that we describe under “Statutory premium tax charge” and “Premium expense charge.” We invest the rest in one or more of the variable investment options available under the Policy, as well as the Fixed Account. We call the amount that is at any time invested under your Policy (including any loan collateral we are holding for your Policy loans) your “accumulation value.”
Your investment options. We invest the accumulation value that you have allocated to any variable investment option in shares of a corresponding Fund. Over time, your accumulation value in any such investment option will increase or decrease in accordance with the investment experience of the Fund. Your accumulation value will also be reduced by Fund charges and certain other charges that we deduct from your Policy. We describe these charges under “Charges Under the Policy.”
You can review other important information about the Funds that you can choose in the separate prospectuses for those Funds. You can request additional free copies of these prospectuses from your AGL representative or from the Administrative Center. See “Contact Information.”
We invest any accumulation value you have allocated to the Fixed Account as part of our general account assets. We credit interest on that accumulation value at a rate which we declare from time to time. We guarantee that the interest will be credited at a rate no less than the annual effective rate shown on your Policy Schedule. Although this interest increases the amount of any accumulation value that you have in the Fixed Account, such accumulation value will also be reduced by any charges that are allocated to this option under the procedures described under “Allocation of charges.” The “daily charge” described in “Charges Under the Policy,” and the fees and expenses of the Funds discussed in “Fee Table” and APPENDIX A – FUNDS AVAILABLE UNDER THE POLICY do not apply to the Fixed Account.
Policies are “non-participating.” You will not be entitled to any dividends from AGL.
POLICY LAPSE AND REINSTATEMENT
During the first 5 Policy years if the accumulation value reduced by any outstanding loan amount is insufficient to cover the charges due under the Policy, the Policy may lapse without any value payable to you. The Policy’s first years are when the surrender charge is at its highest and there is a low likelihood of the accumulation value having increased significantly.
While the 20-year benefit rider or the lapse protection benefit rider is in force, your Policy will not enter a grace period or terminate. You must, however, meet all of the requirements of the rider you own. You cannot reinstate the 20-year benefit rider; the lapse protection benefit rider may be reinstated after lapse. After these riders expire or terminate, if your Policy’s cash surrender value (accumulation value less any applicable surrender charge, less any outstanding loan amount) falls to an amount insufficient to cover the monthly charges, you must pay additional premium in order to keep your Policy in force. We will notify you by letter that you have 61 days from the due date of the premium to pay the necessary charges to avoid lapse of the Policy. If the insured person dies during the grace period we will pay the death benefit reduced by the charges that are owed at the time of death. The grace period begins with the first day of the Policy month for which all charges could not be paid. If we do not receive your payment by the end of the grace period, your Policy and all riders will end without value and all coverage under your Policy will cease.
Although you can apply to have your Policy “reinstated,” you must do this within five years (or, if earlier, before the Policy’s maturity date), and you must present evidence that the insured person still meets our requirements for issuing coverage and you must make a new premium payment that is sufficient to reinstate the Policy. You are not required to repay any outstanding Policy loan in order to reinstate your Policy. If the loan is not repaid, however, it will be reinstated with your Policy.
The Policy will be placed in force following the date we approve the reinstatement application. The original “Table of Surrender Charges per $1,000 of Specified Amount” will apply to a reinstated policy. The accumulation value at the time of reinstatement will be:
1.
The surrender charge deducted at the time of lapse (such charge not being greater than the accumulation value at the time of lapse before the surrender charge was applied); plus
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2.
The net premium allocated in accordance with the premium allocation percentages at the time of lapse unless the reinstatement application provides otherwise, using unit values as of the date of reinstatement; plus
3.
Any outstanding loan amount repaid or reinstated; less
4.
The monthly deduction for one month.
The dollar amount of any surrender charge reinstated will be the same as the dollar amount of surrender charge at the time of lapse, and will be reinstated into the divisions and the general account from which it was deducted at the time of lapse using the unit values as of the date of reinstatement.
The specified amount will be the same at reinstatement as it was at the time of policy lapse. There is no change in how the death benefit is calculated for reinstated policies relative to policies that never lapsed.
FEDERAL TAX CONSIDERATIONS
The discussion below is intended for general informational purposes only and is not intended as tax advice, either general or individualized, nor should be interpreted as providing any predictions or guarantees of a particular tax treatment. This discussion is based upon the Company’s understanding of current tax rules and interpretations Finally, this discussion does not address all Federal income tax consequences of transactions (including consequences of sales to foreign individuals or entities), state or local tax consequences, estate or gift tax consequences, or the impact of foreign tax laws, associated with your life insurance policy. Except as described in the withholding section, this discussion assumes that the policy owner and beneficiaries under the policy are natural persons who are U.S. citizens and residents. The consequences for ownership by entity, corporate taxpayers, non-U.S. residents or non-U.S. citizens, may be different.
Tax laws are subject to legislative modification, and while many such modifications will have only a prospective application, it is important to recognize that a change could have a retroactive effect as well. Any verbal interactions/written communications, including this form, you have with and/or receive from us are intended solely to educate you or facilitate the administration with respect to our products and services or facilitate the administration of this life insurance policy . As a result, you should consult a tax adviser about the application of tax rules found in the Internal Revenue Code of 1986, as amended (“IRC” or “the Code”), Treasury Regulations, applicable Internal Revenue Service (“IRS”) guidance, an any regulatory developments to your individual situation.
Tax Effects
Generally, the death benefit paid under a Policy is not subject to income tax. There are specific circumstances where the death benefit may be taxable, such as if the policy was transferred for value during the life of the insured. Earnings on your accumulation value are not subject to income tax as long as we do not pay them out to you. If we do pay any amount of your Policy’s accumulation value upon surrender, partial surrender, or maturity of your Policy, all or part of that distribution may be treated as a return of the premiums you paid, which is not subject to income tax.
Amounts you receive as Policy loans are not taxable to you, unless you have paid such a large amount of premiums that your Policy becomes what the tax law calls a “modified endowment contract.” In that case, the loan will be taxed as if it were a partial surrender. Furthermore, loans, partial surrenders and other distributions from a modified endowment contract may require you to pay additional taxes and penalties that otherwise would not apply. If your Policy lapses or you surrender your Policy, you may have to pay income tax on a portion of any outstanding loan.
Please consult your legal or tax advisor with any questions regarding the tax effects of your life insurance policy.
General. The Policy will be treated as “life insurance” for federal income tax purposes (a) if it meets the definition of life insurance under Section 7702 of the Code (under either the Cash Value Accumulation Test or the Guideline Premium Test) and (b) for as long as the investments made by the underlying Funds satisfy certain investment diversification requirements under Section 817(h) of the Code. We believe that the Policy will meet these requirements at issue and that:
•
the death benefit received by the beneficiary under your Policy will generally not be subject to federal income tax (assuming your policy was not transferred for value during the life of the insured); and
•
increases in your Policy’s accumulation value as a result of interest or investment experience will not be subject to federal income tax unless and until there is a distribution from your Policy, such as a surrender or a partial surrender.
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The federal income tax consequences of a distribution from your Policy can be affected by whether your Policy is determined to be a modified endowment contract, as explained in the following discussion. In all cases, however, the character of all income that is described as taxable to the payee will be ordinary income (as opposed to capital gain).
Testing for modified endowment contract status. The Code provides for a “seven-pay test.” This test determines if your Policy will be a modified endowment contract.
If, at any time during the first 7 Policy years:
•
you have paid a cumulative amount of premiums;
•
the cumulative amount exceeds the premiums you would have paid by the same time under a similar fixed-benefit life insurance policy; and
•
the fixed benefit policy was designed (based on certain assumptions mandated under the Code) to provide for paid-up future benefits (“paid-up” means no future premium payments are required) after the payment of seven level annual premiums;
then your Policy will be a modified endowment contract.
Whenever there is a “material change” under a policy, the policy will generally be (a) treated as a new contract for purposes of determining whether the policy is a modified endowment contract and (b) subjected to a new seven-pay period and a new seven-pay limit. The new seven-pay limit would be determined taking into account, under a prescribed formula, the accumulation value of the policy at the time of such change. A materially changed policy would be considered a modified endowment contract if it failed to satisfy the new seven-pay limit at any time during the new seven-pay period. A “material change” for these purposes could occur as a result of a change in death benefit option. A material change will occur as a result of an increase in your Policy’s specified amount, and certain other changes.
If your Policy’s benefits are reduced during the first 7 Policy years (or within 7 years after a material change), the calculated seven-pay premium limit will be redetermined based on the reduced level of benefits and applied retroactively for purposes of the seven-pay test. (Such a reduction in benefits could include, for example, a decrease in the specified amount that you request or that results from a partial surrender). If the premiums previously paid are greater than the recalculated seven-payment premium level limit, the Policy will become a modified endowment contract.
We will attempt to notify you on a timely basis to prevent additional premium payments from causing your Policy to become a modified endowment contract.
A life insurance policy that is received in a tax free exchange under Section 1035 of the Code for a modified endowment contract will also be considered a modified endowment contract.
Changes associated with the Consolidated Appropriations Act of 2021. Internal Revenue Code Section 7702 determines how policies like yours qualify for the favorable tax treatment given to life insurance contracts. On January 1, 2021, the rules under Section 7702 changed such that the policy owner may be able to pay more premiums and generate higher cash values in their policy for the same death benefit. This is most impactful when planning to pay large premiums in the first policy year, and when prioritizing cash accumulation potential over death benefit protection. As always, you should consult your tax advisor for specific questions about how the new limits may impact your life insurance plan.
Policy changes and extending coverage
Policy changes. We will not permit a change to your Policy that would result in the Policy not meeting the definition of life insurance under Section 7702 of the Code. Changes made to your Policy (for example, adding a rider to your Policy) may also have other effects on your Policy. Such effects may include impacting the maximum amount of premiums that can be paid under your Policy, as well as the maximum amount of accumulation value that may be maintained under your Policy. Under Notice 2016-63 published by the Internal Revenue Service, certain policy changes, not expressly provided for in your Policy, may have adverse federal income tax effects. You should consult your own tax advisor on this issue.
Policies issued pursuant to 2001 CSO Mortality Table. The 2001 Commissioner’s Standard Ordinary mortality and morbidity tables (“2001 CSO Mortality Tables”) provide a stated termination date of age 121. The “Option to extend coverage” described in “Policy Transactions” allows you to continue your Policy beyond the insured person’s age 121. The tax consequences of extending the maturity date beyond the age 121 termination date of the 2001 CSO Mortality Tables are unclear. You should consult your personal tax advisor about the effect of any change to your Policy as it relates to Section 7702 and the termination date of the Mortality Tables.
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Policies issued pursuant to 2017 CSO Mortality Tables. The 2017 Commissioner’s Standard Ordinary mortality and morbidity tables (“2017 CSO Mortality Tables”) provide a stated termination date of age 121. The “Option to extend coverage” described in “Policy Transactions” allows you to continue your Policy beyond the insured person’s age 121. The tax consequences of extending the maturity date beyond the age 121 termination date of the 2017 CSO Mortality Tables are unclear. You should consult your personal tax advisor about the effect of any change to your Policy as it relates to Section 7702 and the termination date of the Mortality Tables.
Rider benefits. We believe that premium payments and any death benefits or other benefits to be paid under any rider you may purchase under your Policy will not disqualify your Policy as life insurance for tax purposes. However, the tax law related to rider benefits is complex and some uncertainty exists. You should consult a tax advisor regarding the impact of any rider you may purchase.
Tax treatment of minimum withdrawal benefit rider payments. You may have purchased a minimum withdrawal benefit rider that can provide payments to you. If applicable to you, generally, we will treat each rider benefit payment as withdrawal of basis first. All payments or withdrawals after basis has been reduced to zero, will be treated as taxable amounts. However, you should be aware that little guidance is available regarding the taxability of these benefits. Please consult a tax advisor with any questions.
Taxation of pre-death distributions if your Policy is not a modified endowment contract. As long as your Policy remains in force during the insured person’s lifetime and not as a modified endowment contract, a Policy loan will be treated as indebtedness, and no part of the loan proceeds will be subject to current federal income tax. Interest on the Policy loan generally will not be tax deductible.
After the first 15 Policy years, the proceeds from a partial surrender will not be subject to federal income tax except to the extent such proceeds exceed your “basis” in your Policy. (Your basis generally will equal the premiums you have paid, less the amount of any previous distributions from your Policy that were not taxable.) During the first 15 Policy years, however, the proceeds from a partial surrender could be subject to federal income tax, under a complex formula, to the extent that your accumulation value exceeds your basis in your Policy.
On the maturity date or upon full surrender, any excess in the amount of proceeds we pay (including amounts we use to discharge any Policy loan) over your basis in the Policy, will be subject to federal income tax. In addition, if a Policy ends after a grace period while there is a Policy loan, the cancellation of such loan and any accrued loan interest will be treated as a distribution and could be subject to federal income tax under the above rules. Finally, if you make an assignment of rights or benefits under your Policy you may be deemed to have received a distribution from your Policy, all or part of which may be taxable.
Taxation of pre-death distributions if your Policy is a modified endowment contract. If your Policy is a modified endowment contract, any distribution from your Policy while the insured person is still living will be taxed on an “income-first” basis. Distributions:
•
include loans (including any increase in the loan amount to pay interest on an existing loan, or an assignment or pledge to secure a loan) and partial surrenders;
•
will be considered taxable income to you to the extent your accumulation value exceeds your basis in the Policy; and
•
have their taxability determined by aggregating all modified endowment contracts issued by the same insurer (or its affiliates) to the same owner (excluding certain qualified plans) during any calendar year.
For modified endowment contracts, your basis:
•
is similar to the basis described above for other policies; and
•
will be increased by the amount of any prior loan under your Policy that was considered taxable income to you.
A 10% penalty tax also will apply to the taxable portion of most distributions from a policy that is a modified endowment contract. The penalty tax will not, however, apply:
•
to taxpayers 59½ years of age or older;
•
in the case of a terminal illness;
•
in the case of a disability (as defined in the Code); or
•
to distributions received as part of a series of substantially equal periodic annuity payments for the life (or life expectancy) of the taxpayer or the joint lives (or joint life expectancies) of the taxpayer and his or her beneficiary.
If your Policy ends after a grace period while there is a Policy loan, the cancellation of the loan will be treated as a distribution to the extent not previously treated as such and could be subject to tax, including the 10% penalty tax, as described above. In addition, on
62
the maturity date, policy lapse or upon a full surrender, any excess of the proceeds we pay (including any amounts we use to discharge any Policy loan) over your basis in the Policy, will be subject to federal income tax and, unless one of the above exceptions applies, the 10% penalty tax.
Distributions that occur during a Policy year in which your Policy becomes a modified endowment contract, and during any subsequent Policy years, will be taxed as described in the two preceding paragraphs. In addition, distributions from a policy within two years before it becomes a modified endowment contract also will be subject to tax in this manner. This means that a distribution made from a policy that is not a modified endowment contract could later become taxable as a distribution from a modified endowment contract.
Policy lapses and reinstatements. A Policy which has lapsed may have the tax consequences described above, even though you may be able to reinstate that Policy. For tax purposes, some reinstatements may be treated as the purchase of a new insurance contract.
Tax reporting upon a reportable policy sale or receipt of any notice of a transfer of a life insurance policy to a foreign person. Section 6050Y of the Code, requires that the purchaser of a policy via a reportable policy sale is required to provide certain information to the issuer, seller and Internal Revenue Service (IRS). A reportable policy sale is generally the acquisition of an interest in a life insurance contract, directly or indirectly, if the acquirer has no substantial family, business, or financial relationship with the insured. The buyer must file the return required under Section 6050Y with the IRS and furnish copies of the return to the insurance company that issued the contract and the seller. Upon receipt of the report from the buyer of a reportable policy sale or the receipt of any notice of a transfer of a life insurance policy to a foreign person, the issuer of the policy is required to report certain information to the IRS and the seller of the life insurance policy. Additionally, for those policies associated with a reportable policy sale, the death benefits paid out to the beneficiaries will also be reported to the IRS. Please consult a tax advisor with any questions.
Diversification and investor control. For a contract to be treated as a variable life insurance policy for Federal income tax purposes, the underlying investments under the life insurance policy must be “adequately diversified” and You cannot be considered as having investor control over the assets of the life insurance policy for purposes of the Code. If the life insurance policy fails to comply with these diversification and investor control standards, it would disqualify your Policy as a life insurance policy under section 7702 of the Code. If this were to occur, you would be subject to federal income tax on the income under the Policy for the period of disqualification and for subsequent periods. Also, if the insured person died during such period of disqualification or subsequent periods, a portion of the death benefit proceeds would be taxable to the beneficiary.
Diversification. Under Section 817(h) of the Code, the Treasury Department has issued regulations that implement investment diversification requirements. Under the regulations an investment portfolio will be deemed adequately diversified if (1) no more than 55% of the value of the total assets of the portfolio is represented by any one investment; (2) no more than 70% of the value of the total assets of the portfolio is represented by any two investments; (3) no more than 80% of the value of the total assets of the portfolio is represented by any three investments; and (4) no more than 90% of the value of the total assets of the portfolio is represented by any four investments. For purposes of determining whether or not the diversification standards imposed on the underlying assets of variable contracts by Section 817(h) of the Code have been met, “each United States government agency or instrumentality shall be treated as a separate issuer.” We expect that the manager of the Underlying Funds monitors the Funds to comply with these Treasury Regulations.
Investor Control. Under certain circumstances, you, and not the Company, could be treated as the owner of the assets held in the Separate Account under your life insurance policy, based on the degree of control you exercise over the underlying investments. There is little guidance in this area, and the determination of whether you possess sufficient incidents of ownership over such assets depends on all of the relevant facts and circumstances. While we believe the contract does not give you investor control over such assets, we reserve the right to modify the contract as necessary to prevent you from being considered as the owner of the assets of the contract for purposes of the Code.
Estate and generation skipping taxes. If the insured person is the Policy’s owner, the death benefit under the Policy will generally be includable in the owner’s estate for purposes of federal estate tax. If the owner is not the insured person, under certain conditions, only an amount approximately equal to the cash surrender value of the Policy would be includable. In addition, an unlimited marital deduction may be available for federal estate tax purposes.
As a general rule, if a “transfer” is made to a person two or more generations younger than the Policy’s owner, a generation skipping tax may be payable at rates similar to the maximum estate tax rate in effect at the time. The generation skipping tax provisions generally apply to “transfers” that would be subject to the gift and estate tax rules. You should consult with a tax advisor for specific information, especially where benefits are passing to younger generations.
63
The particular situation of each Policy owner, insured person or beneficiary will determine how ownership or receipt of Policy proceeds will be treated for purposes of federal estate and generation skipping taxes, as well as state and local estate, inheritance and other taxes.
Life insurance in split dollar arrangements. The IRS and Treasury have issued regulations on split dollar life insurance arrangements. In general, a split dollar insurance arrangement involves two parties agreeing to split the premium and/or benefits of a life insurance policy. These arrangements are often used as a type of employee compensation or for making gifts among family members. The regulations provide two mutually exclusive regimes for taxing split dollar life insurance arrangements: the “economic benefit” regime and the “loan” regime. The economic benefit regime, under which the non-owner of the policy is treated as receiving certain economic benefits from its owner, applies to endorsement arrangements and most non-equity split dollar life insurance arrangements. The loan regime applies to collateral assignment arrangements and other arrangements in which the non-owner could be treated as loaning amounts to the owner.
Purchasers of life insurance policies are strongly advised to consult with a tax advisor to determine the tax treatment resulting from a split dollar arrangement.
Pension and profit-sharing plans. As of the publication date, AGL has confirmed its position that it will not sell life insurance into a pension or profit-sharing qualified plan under Section 401(a) of the Code and the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). If a life insurance policy is purchased by a trust or other entity that forms part of a pension or profit-sharing plan qualified under Section 401(a) of the Code for the benefit of participants covered under the plan, the federal income tax treatment of such policies will be somewhat different from that described above.
The reasonable net premium cost for such amount of insurance that is purchased as part of a pension or profit-sharing plan is required to be included annually in the plan participant’s gross income. This cost (generally referred to as the “P.S. 58” cost) is reported to the participant annually. If the plan participant dies while covered by the plan and the policy proceeds are paid to the participant’s beneficiary, then the excess of the death benefit over the policy’s accumulation value will not be subject to federal income tax. However, the policy’s accumulation value will generally be taxable to the extent it exceeds the participant’s cost basis in the policy. The participant’s cost basis will generally include the costs of insurance previously reported as income to the participant. Special rules may apply if the participant had borrowed from the policy or was an owner-employee under the plan. The rules for determining “P.S. 58” costs are currently provided under Notice 2002-8, 2002-1 CB 398.
There are limits on the amounts of life insurance that may be purchased on behalf of a participant in a pension or profit-sharing plan. Complex rules, in addition to those discussed above, apply whenever life insurance is purchased by a tax qualified plan. On December 20, 2019 the Setting Every Community Up for Retirement Enhancement (SECURE) Act was signed into law as part of larger appropriations legislation. The SECURE Act includes many provisions affecting Qualified Contracts, some of which became effective upon enactment or on January 1, 2020, and certain provisions were retroactively effective. Additionally, on March 27, 2020, the Coronavirus Aid, Relief, and Economic Security (CARES) Act was signed into law. Like the SECURE Act, the CARES Act includes some provisions that affect Qualified Contracts for 2020. The SECURE 2.0 Act OF 2022 “SECURE 2.0” was passed on December 29, 2022, as part of the broader Consolidated Appropriations Act of 2023. SECURE 2.0 includes many provisions affecting Qualified Contracts, some of which were effective January 1, 2023. You should consult a tax advisor regarding any questions you have associated with the applicability of the SECURE Act, the CARES Act, or SECURE 2.0 to your life insurance.
Other employee benefit programs. Complex rules may also apply when a policy is held by an employer or a trust, or acquired by an employee, in connection with the provision of other employee benefits. These policy owners must consider whether the policy was applied for by or issued to a person having an insurable interest under applicable state law and with the insured person’s consent. The lack of an insurable interest or consent may, among other things, affect the qualification of the policy as life insurance for federal income tax purposes and the right of the beneficiary to receive a death benefit.
ERISA. Employers and employer-created trusts holding the policy may be subject to reporting, disclosure and fiduciary obligations under ERISA. You should consult a tax or legal advisor for questions.
When we withhold income taxes. Generally, taxable amounts distributed from your life insurance policy are subject to federal and state income tax reporting and withholding. In general, we will withhold federal income tax from the taxable portion of such distribution based on the type of distribution and, in certain cases, the amount of your distribution. An election out of federal withholding must be made in accordance with the IRS guidance as directed on forms that we provide. If an election out of withholding or election of another amount is not made, withholding is imposed (1) for periodic payments, at the rate that would be imposed if the payments were wages, and the payee was single with no adjustments, or (2) for other distributions, at the rate of 10%. If you are a U.S. person (which includes a resident alien), and your address of record is a non-U.S. address, we are required to withhold income tax unless payments are directed to your U.S. residential address.
64
State income tax withholding rules vary, and we will withhold based on the rules of your state of residence. Your state may require any election associated with withholding to be undertaken on the state’s prescribed form.
Special tax rules apply to withholding for non-United States persons, and we generally withhold income tax for such non-United States persons at a rate of 30% of the taxable amount. A different withholding rate may be applicable to a non-United States person based on the terms of an existing income tax treaty between the United States and the non-United States person’s country. To qualify for any reduced withholding, the non-United States person must provide applicable certifications under Form W-8 BEN-E, Form W-8IMY, or other applicable form. Any Form W-8, including the Form W-8 BEN-E and Form W-8IMY, is only effective for three years from date of signature unless a change in circumstances makes any information on the form incorrect. Note, any payments made to a foreign entity, where such entity fails to provide the applicable certifications, may result in a 30% withholding on certain gross payments, which could include distributions from cash value life insurance or annuity products. You should consult your tax adviser as to the availability of an exemption from, or reduction of, such tax under an applicable income tax treaty, if any.
Tax changes. The U.S. Congress frequently considers legislation that, if enacted, could change the tax treatment of life insurance policies. In addition, the Treasury Department may amend existing regulations, issue regulations on the qualification of life insurance and modified endowment contracts or adopt new interpretations of existing law. State and local tax law or, if you are not a U.S. citizen and resident, foreign tax law, may also affect the tax consequences to you, the insured person or your beneficiary, and are subject to change. Any changes in federal, state, local or foreign tax law or interpretation could have a retroactive effect. We suggest you consult a tax advisor with any questions.
Our taxes. We report the operations of Separate Account VL-R in our federal income tax return, but we currently pay no income tax on Separate Account VL-R’s investment income and capital gains, because these items are, for tax purposes, reflected in our variable universal life insurance policy reserves. We currently make no charge to any Separate Account VL-R division for taxes. We reserve the right to make a charge in the future for taxes incurred; for example, a charge to Separate Account VL-R for income taxes we incur that are allocable to the Policy.
We may have to pay state, local or other taxes in addition to applicable taxes based on premiums. At present, these taxes are not substantial. If they increase, we may make charges for such taxes when they are attributable to Separate Account VL-R or allocable to the Policy.
Certain Funds in which your accumulation value is invested may elect to pass through to AGL taxes withheld by foreign taxing jurisdictions on foreign source income. Such an election will result in additional taxable income and income tax to AGL. The amount of additional income tax, however, may be more than offset by credits for the foreign taxes withheld which are also passed through. These credits may provide a benefit to AGL.
65
LEGAL PROCEEDINGS
There are no pending legal proceedings affecting the Separate Account, the Company, or the principal underwriter. Various federal, state or other regulatory agencies may from time to time review, examine or inquire into the operations, practices and procedures of the Company, such as through financial examinations, subpoenas, investigations, market conduct exams or other regulatory inquiries. Based on the current status of pending regulatory examinations, investigations and inquiries involving the Company, the Company believes that none of these matters will have a material adverse effect on the ability of the principal underwriter to perform its obligations with respect to the Policies or of the depositor to meet its obligations under the Policies.
Various lawsuits against the Company have arisen in the ordinary course of business. As of the date of this prospectus, the Company believes that none of these matters will have a material adverse effect on the ability of the principal underwriter to perform its contract with the Separate Account or of the depositor to meet its obligations under the Policies.
FINANCIAL STATEMENTS
The financial statements of AGL and the Separate Account can be found in the SAI. The back cover page to this prospectus describes how you can obtain a free copy of the SAI. The financial statements are also available on the Company’s website at www.corebridgefinancial.com/support and on SEC’s website at www.sec.gov. We encourage Policy owners to read and understand the financial statements. This index should help you to locate more information about some of the terms and phrases used in this prospectus.
66
INDEX OF SPECIAL WORDS AND PHRASES
This index should help you to locate more information about some of the terms and phrases used in this prospectus. 
Defined Term
Page to
See in this
Prospectus
accumulation value
7
Administrative Center
23
automatic rebalancing
10
basis
87
beneficiary
68
cash surrender value
7
cash value
8
cash value accumulation test
39
close of business
30
Code
31
Contact Information
21
cost of insurance rates
73
daily charge
72
date of issue
30
dollar cost averaging
35
Fixed Account
29
free look
33
full surrender
8
Fund, Funds
7
good order
30
grace period
17
guarantee period benefit
33
guideline premium test
39
insured person
1
investment options
82
lapse
17
lien
50
loan (also see “Policy loans” in this Index)
8
loan interest
75
Lowest specified amount
48
maturity date
8
modified endowment contract
82
monthly deduction days
31
monthly guarantee premium
33
monthly insurance charge
39
net amount at risk
31
net premium
34
Option 1 and Option 2
8
outstanding loan amount
65
partial surrender
8
payment Options
69
planned periodic premiums
33
Policy loans
67
Policy months
30
Policy years
31
preferred loans
9
premium class
71
premium payments
32
reinstate, reinstatement
80
67
Defined Term
Page to
See in this
Prospectus
required minimum death benefit
39
required minimum death benefit percentage
40
Separate Account VL-R
22
seven-pay test
82
specified amount
7
surrender charge period
64
target premium
79
transfers
34
valuation date
30
valuation period
30
variable investment options
26
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APPENDIX A – FUNDS AVAILABLE UNDER THE POLICY
The following is a list of Funds available under the Policy. More information about the Funds is available in the prospectuses for the Funds, which may be amended from time to time and can be found online at www.corebridgefinancial.com/AGVUL. You can also request this information at no cost by calling 1-800-340-2765. Depending on the optional benefits you choose, you may not be able to invest in certain Funds. See “Investment Requirements For Optional Benefits” in this appendix.
The current expenses and performance information below reflects fees and expenses of the Funds, but do not reflect the other fees and expenses that your Policy may charge. Expenses would be higher and performance would be lower if these other charges were included. Each Fund’s past performance is not necessarily an indication of future performance. Updated performance information is available at www.corebridgefinancial.com/AGVUL or by calling 1-800-340-2765. 
Type
Fund – Share Class
Adviser/
Sub-Adviser (if applicable)
Current
Expenses
Average Annual Total Returns
(as of 12/31/2025)
1 Year
5 Year
10 Year
Balanced
American Funds IS Asset Allocation Fund – Class 2
Adviser: Capital Research and Management CompanySM
0.54%
15.85%
8.97%
9.77%
 
Franklin Templeton Franklin Mutual Shares VIP Fund – Class 2
Adviser: Franklin Mutual Advisers, LLC
0.94%
11.52%
9.21%
7.53%
 
SunAmerica ST SA JPMorgan Diversified Balanced Portfolio – Class 1 Shares*
Adviser: SunAmerica Asset Management, LLC
Sub-Adviser: J.P. Morgan Investment Management Inc.
0.72%
12.95%
6.06%
7.54%
 
VALIC Co. I Dynamic Allocation Fund*
Adviser: The Variable Annuity Life Insurance Company
Sub-Adviser: SunAmerica Asset Management, LLC
Sub-Adviser: AllianceBernstein L.P.
0.83%
11.33%
5.60%
7.49%
Commodity
PIMCO CommodityRealReturn® Strategy Portfolio – Administrative Class*
Adviser: Pacific Investment Management Company LLC
2.28%
18.79%
10.55%
6.54%
Domestic Equity
Alger Capital Appreciation Portfolio – Class I-2 Shares
Adviser: Fred Alger Management, LLC
50.93%
32.87%
16.33%
18.17%
 
LVIP American Century® Value Fund*
Adviser: Lincoln Investment Advisors Corporation
Sub-Adviser: American Century Investment Management, Inc.
0.71%
16.02%
11.65%
10.23%
 
American Funds IS Growth Fund – Class 2
Adviser: Capital Research and Management Company
0.59%
31.63%
18.83%
16.58%
 
American Funds IS Growth-Income Fund – Class 2
Adviser: Capital Research and Management Company
0.53%
24.23%
13.02%
12.20%
 
Fidelity® VIP ContrafundSM Portfolio – Service Class 2
Adviser: Fidelity Management & Research Company (FMR)
Sub-Adviser: FMR Co., Inc.
0.81%
21.19%
15.08%
15.49%
 
Fidelity® VIP Equity-Income Portfolio – Service Class 2
Adviser: Fidelity Management & Research Company (FMR)
Sub-Adviser: FMR Co., Inc.
0.72%
18.75%
12.23%
11.32%
 
Fidelity® VIP Growth Portfolio – Service Class 2
Adviser: Fidelity Management & Research Company (FMR)
Sub-Adviser: FMR Co., Inc.
0.81%
14.61%
13.41%
17.15%
 
Fidelity® VIP Mid Cap Portfolio – Service Class 2
Adviser: Fidelity Management & Research Company (FMR)
Sub-Adviser: FMR Co., Inc.
0.82%
11.49%
9.83%
10.31%
 
Franklin Templeton Franklin Small Cap Value VIP Fund – Class 2*
Adviser: Franklin Mutual Advisers, LLC
0.90%
7.65%
8.86%
9.81%
 
Invesco V.I. Growth and Income Fund – Series I Shares
Adviser: Invesco Advisers, Inc.
0.75%
15.62%
12.85%
10.73%
 
Janus Henderson Enterprise Portfolio – Service Shares
Adviser: Janus Capital Management LLC
0.97%
7.41%
7.35%
12.51%
69
Type
Fund – Share Class
Adviser/
Sub-Adviser (if applicable)
Current
Expenses
Average Annual Total Returns
(as of 12/31/2025)
1 Year
5 Year
10 Year
 
Janus Henderson Forty Portfolio – Service Shares
Adviser: Janus Capital Management LLC
0.83%
17.86%
11.37%
15.96%
 
MFS® VIT New Discovery Series – Initial Class*
Adviser: Massachusetts Financial Services Company
0.87%
12.96%
-0.28%
10.74%
 
MFS® VIT Research Series – Initial Class*
Adviser: Massachusetts Financial Services Company
0.74%
12.85%
11.15%
12.93%
 
Neuberger Berman AMT Mid Cap Growth Portfolio – Class I*
Adviser: Neuberger Berman Investment Advisers LLC
0.90%
5.45%
4.47%
10.96%
 
Seasons ST SA Multi Managed Mid Cap Value Portfolio – Class 3
Adviser: SunAmerica Asset Management, LLC
Sub-Adviser: Massachusetts Financial Services Company
1.25%
7.03%
9.93%
9.27%
 
SunAmerica ST SA Wellington Capital Appreciation
Portfolio – Class 3
Adviser: SunAmerica Asset Management, LLC
Sub-Adviser: Wellington Management Company LLP
0.97%
14.26%
8.54%
15.75%
 
VALIC Co. I Mid Cap Index Fund*
Adviser: The Variable Annuity Life Insurance Company
Sub-Adviser: BlackRock Investment Management LLC
0.35%
6.95%
8.68%
10.34%
 
VALIC Co. I Mid Cap Value Fund
Adviser: The Variable Annuity Life Insurance Company
Sub-Adviser: Boston Partners Global Investors, Inc. d/b/a Boston Partners
Sub-Adviser: Wellington Management Company LLP
0.83%
7.23%
10.19%
9.29%
 
VALIC Co. I Nasdaq-100® Index Fund*
Adviser: The Variable Annuity Life Insurance Company
Sub-Adviser: BlackRock Investment Management LLC
0.42%
20.42%
14.73%
19.06%
 
VALIC Co. I Science & Technology Fund*
Adviser: The Variable Annuity Life Insurance Company
Sub-Adviser: Allianz Global Investors U.S. LLC
Sub-Adviser: T. Rowe Price Associates, Inc.
Sub-Adviser: Wellington Management Company LLP
0.91%
22.57%
11.59%
18.92%
 
VALIC Co. I Small Cap Index Fund*
Adviser: The Variable Annuity Life Insurance Company
Sub-Adviser: BlackRock Investment Management LLC
0.38%
12.23%
5.69%
9.27%
 
VALIC Co. I Stock Index Fund*
Adviser: The Variable Annuity Life Insurance Company
Sub-Adviser: BlackRock Investment Management LLC
0.23%
17.55%
14.08%
14.46%
 
VALIC Co. I U.S. Socially Responsible Fund*
Adviser: The Variable Annuity Life Insurance Company
Sub-Adviser: SunAmerica Asset Management, LLC
0.35%
14.73%
11.77%
12.91%
Fixed Income
American Funds IS American High-Income Trust – Class 2*
Adviser: Capital Research and Management CompanySM
0.58%
8.24%
5.60%
6.96%
 
LVIP JPMorgan Core Bond Fund
Adviser: Lincoln Investment Advisors Corporation
Sub-Adviser: J.P. Morgan Investment Management Inc.
0.47%
7.40%
-0.04%
2.11%
 
PIMCO Global Bond Opportunities Portfolio (Unhedged) – Administrative Class
Adviser: Pacific Investment Management Company LLC
1.08%
12.75%
0.15%
2.46%
 
PIMCO Real Return Portfolio – Administrative Class
Adviser: Pacific Investment Management Company LLC
1.07%
7.85%
1.21%
3.21%
 
PIMCO Short-Term Portfolio – Administrative Class
Adviser: Pacific Investment Management Company LLC
0.62%
4.67%
3.25%
2.76%
70
Type
Fund – Share Class
Adviser/
Sub-Adviser (if applicable)
Current
Expenses
Average Annual Total Returns
(as of 12/31/2025)
1 Year
5 Year
10 Year
 
PIMCO Total Return Portfolio – Administrative Class
Adviser: Pacific Investment Management Company LLC
0.79%
8.89%
0.02%
2.36%
 
SunAmerica ST SA Goldman Sachs Government and Quality
Bond Portfolio – Class 3 1
Adviser: SunAmerica Asset Management, LLC
Sub-Adviser: Sachs Asset Management International
0.83%
6.31%
-1.02%
1.21%
 
VALIC Co. I Core Bond Fund*
Adviser: The Variable Annuity Life Insurance Company
Sub-Adviser: PineBridge Investments LLC
0.48%
7.64%
-0.16%
2.36%
International
Equity
American Funds IS Global Growth Fund – Class 2
Adviser: Capital Research and Management CompanySM
0.66%
21.63%
8.23%
12.17%
 
American Funds IS International Fund – Class 2
Adviser: Capital Research and Management Company
0.78%
26.76%
3.40%
7.00%
 
Invesco V.I. Global Fund – Series I Shares
Adviser: Invesco Advisers, Inc.
0.81%
15.32%
7.28%
11.00%
 
Invesco V.I. Global Real Estate Fund – Series I Shares
Adviser: Invesco Advisers, Inc.
Sub-Adviser: Invesco Asset Management Limited
1.02%
7.85%
1.73%
2.44%
 
Invesco V.I. EQV International Equity Fund – Series I Shares1
Adviser: Invesco Advisers, Inc.
0.90%
0.62%
3.23%
4.36%
 
VALIC Co. I Emerging Economies Fund
Adviser: The Variable Annuity Life Insurance Company
Sub-Adviser: J.P. Morgan Investment Management Inc.
1.02%
16.50%
3.68%
6.22%
 
VALIC Co. I International Equities Index Fund*
Adviser: The Variable Annuity Life Insurance Company
Sub-Adviser:BlackRock Investment Management LLC
0.42%
30.81%
8.47%
7.82%
 
VALIC Co. I International Value Fund*
Adviser: The Variable Annuity Life Insurance Company
Sub-Adviser: Templeton Global Advisors Limited
0.81%
39.97%
10.60%
8.10%
Money Market
Fidelity® VIP Government Money Market Portfolio – Service Class 2
Adviser: Fidelity Management & Research Company (FMR)
Sub-Adviser: Fidelity Investments Money Management, Inc.
0.50%
3.60%
2.85%
1.80%
*
This Fund is subject to an expense reimbursement or fee waiver arrangement resulting in a temporary expense reduction. See the Fund prospectus for additional information.
1
SunAmerica ST SA Wellington Government and Quality Bond Portfolio is known as “SA Goldman Sachs Government and Quality Bond Portfolio” and Goldman Sachs Asset Management International is the subadvisor effective July 28, 2025.
71
INVESTMENT REQUIREMENTS FOR OPTIONAL BENEFITS
If you own the lapse protection benefit rider or Accelerated Access SolutionSM / chronic illness accelerated death benefit rider, your Policy may be subject to investment requirements, as reflected below. You may not be able to invest in certain investment options. If you do not own these optional benefits, your Policy is not subject to investment requirements.
Lapse Protection Benefit Rider
Under Policies that include the lapse protection benefit rider, we may require that a portion of a Policy owner’s accumulation value be allocated to the VALIC Co. I Dynamic Allocation Fund.
•
For Policies applied for before July 1, 2017, the Policy owner must allocate a minimum of 25% of total accumulation value, less any outstanding loan amount, to the VALIC Co. I Dynamic Allocation Fund.
•
For Policies applied for on or after July 1, and with an application signed before October 7, 2019, the Policy owner must allocate a minimum of 20% of accumulation value, less any outstanding loan amount, to the VALIC Co. I Dynamic Allocation Fund.
•
For Policies with an application signed on or after October 7, 2019 there currently is no minimum allocation to the VALIC Co. I Dynamic Allocation Fund.
In addition, we limit the total amount of your accumulation value, less any outstanding loan amount, that can be invested in certain investment options that we designate as restricted investment options.
•
If you own a Policy applied for on or after July 1, 2017, you may invest up to 35% of your accumulation value, less any outstanding loan amount, in the restricted investment options.
•
The limit is 30% of the total accumulation value, less Policy loans, for Policies applied for before July 1, 2017.
•
There currently is no limit on the total amount of accumulation value, less outstanding loan amount, that may be invested in restricted investment options, for Policies with an application signed on or after October 7, 2019.
Currently, the restricted investment options are:
•
American Funds IS Global Growth Fund – Class 2
•
American Funds IS International Fund – Class 2
•
Franklin Templeton Franklin Small Cap Value VIP Fund – Class 2
•
Invesco V.I. Global Fund – Series I shares
•
Invesco V.I. Global Real Estate Fund – Series I Shares
•
Invesco V.I. International Growth Fund – Series I Shares
•
PIMCO CommodityRealReturn® Strategy Portfolio – Administrative Class
•
VALIC Co. I Emerging Economies Fund
•
VALIC Co. I International Value Fund
•
VALIC Co. I International Equities Index Fund
•
VALIC Co. I Science & Technology Fund
•
VALIC Co. I Small Cap Index Fund
For Policies with an application signed on or after October 7, 2019, there is no requirement to enroll in automatic rebalancing. For applications signed before October 7, 2019, if the lapse protection benefit rider is in effect, we will enroll you in our automatic rebalancing program with quarterly rebalancing to ensure that your allocation will continue to comply with the investment requirements.
72
Accelerated Access SolutionSM / Chronic Illness Accelerated Death Benefit Rider
Upon approval of your request for an accelerated benefit under this rider, we will transfer all accumulation value in the variable investment options to the Fixed Account. While you are receiving accelerated benefit payments, all premium payments and accumulation value will be allocated to the Fixed Account and transfers out of the Fixed Account will not be allowed.
73
APPENDIX B - LAPSE PROTECTION BENEFIT RIDER EXAMPLES
The following examples provide further details about the mechanics of the CG Account.
CG Enhancement:
Assumptions:
•
The representative insured is a 38 year old male whose Policy has just reached its second Policy anniversary.
•
The representative insured paid $3,052 annually at the beginning of Policy year one and again at the beginning of Policy year two. The sum of the premiums paid for the prior twenty-four months then would be $3,052 + $3,052, which equals $6,104.
•
The requirement to qualify for the Continuation Guarantee Enhancement is $3,051.
Because the premiums paid exceed the requirement, the Policy qualifies for the CG Enhancement for each month of the third Policy year.
To follow this example further, in the first Policy month of the third Policy year, let’s assume the following:
•
The CG COI Charge = $245
•
The CG Premium Expense Charge Percentage = 5%
The CG COI Charge after the Continuation Guarantee Enhancement would then be
=$245 * (1 - 0.05)
=$245 * (0.95) = $232.75
The reduced CG COI Charge is a factor helping to keep the CG in effect.
CG Account Threshold Value:
At the beginning of Policy year three, assume:
•
that the same representative person has paid a premium of $3,052 and his CG Account value before crediting interest at the end of the first month (which has 30 days) of the third Policy year is $3,158.75.
•
that the CG Account Threshold Value at this time is $3,156.84, the CG Interest Rate is 10%, and the CG Excess Interest Rate is 4.65%.
The first $3,156.84 of his CG Account value would receive interest crediting at the CG Interest Rate of 0.02612% daily (10.00% annually). The amount in excess of the CG Account Threshold Value is $1.91 ($3,158.75 - $3,156.84). That $1.91 receives interest crediting at the CG Excess Interest Rate of 0.01245% daily (4.65% annually). These rates can vary. We reserve the right to change either or both of these rates going forward for new Policy owners.
Continuing with this example, the first $3,156.84 receives credited interest of $25.17 based on the CG Interest Rate. The excess of $1.91 will receive credited interest of $0.01 based on the CG Excess Interest Rate. The total interest credited to the CG Account value is $25.17 + $0.01 = $25.18 for the first month of Policy year three.
In summary, here’s how the CG Account value works for the first Policy month after the second Policy anniversary.
Assumptions:
•
Insured: Male, Age 38, preferred non-tobacco
•
Specified Amount = $360,000
•
Continuation Guarantee Account value at the second Policy anniversary = $492.10
•
Premium applied to Continuation Guarantee Account value at the beginning of Policy year three = $3,052
•
Charges and Loads:
○
CG Premium Expense Charge Percentage = 5%
○
CG COI Charge, adjusted for the CG Enhancement = $232.75
•
Interest Credited to the CG Account Value in the first Policy month = $25.18
74
CG Account Value at the end of the first month (following the second Policy anniversary) = CG Account Value at the beginning of first month (following the second Policy anniversary) + Premium (paid at the beginning of Policy year two)– CG Premium Expense Charge – CG COI Charge + CG interest credited
=$492.10 + $3,052.00 – ($3,052 * 5%) – $232.75 + $25.18
=$492.10 + $3,052.00 – $152.6 – $232.75 + $25.18
=$3,158.75 + $25.18 = $3,183.93
Example of the CG benefit preserving the Policy from lapsing: To see the value, if any, of the CG Account to the representative insured (male, age 38, preferred non-tobacco) in our example, we need to take a look at the annual premium, the Policy’s accumulation value at the end of the Policy year examined, the cash value at the end of the same Policy year, and the death benefit at the end of the same Policy year.
Assume that the cash value (the value used to actually pay Policy charges and expenses, but not to credit or charge the CG Account) has been credited with two different rates of return over the life of the Policy: 8% per annum, and 6% per annum, and that the following are the charts of values at 8% and 6% rates of return per annum, for the representative person, at the end of Policy years 1, 15, 30, 40, 41, 44, 50, 59 and 83. 
At 8% Per Annum
End
of
Policy
Year
Annual
Premium
End of Year
Accumulation
Value
End of
Year
Cash
Value
End of
Year
Death
Benefit
End of
Year
CG
Account
Value
1
$ 3,052
$491
-
$360,000
$233
15
$ 3,052
$31,953
$25,113
$360,000
$7,937
30
$ 3,052
$134,489
$134,489
$360,000
$34,483
40
$ 3,052
$282,708
$282,708
$423,836
$61,425
41
$ 3,052
$302,946
$302,946
$443,332
$64,426
44
$ 3,052
$370,390
$370,390
$506,064
$73,679
50
$ 3,052
$538,218
$538,218
$655,442
$91,901
59
$ 3,052
$890,864
$7890,864
$971,933
$111,428
83
$ 3,052
$5,041,864
$5,041,864
$5,041,864
$14,076
 
At 6% Per Annum
End
of
Policy
Year
Annual
Premium
End of Year
Accumulation
Value
End of
Year
Cash
Value
End of
Year
Death
Benefit
End of
Year
CG
Account
Value
1
$ 3,052
$465
-
$ 360,000
$233
15
$ 3,052
$27,749
$20,909
$ 360,000
$7,937
30
$ 3,052
$93,171
$93,171
$ 360,000
$34,483
40
$ 3,052
$149,805
$149,805
$ 360,000
$61,425
41
$ 3,052
$155,082
$155,082
$ 360,000
$64,426
44
$ 3,052
$169,107
$169,107
$ 360,000
$73,679
50
$ 3,052
$174,866
$174,866
$ 360,000
$91,901
59
$ 3,052
$0
$105,193
$ 360,000
$111,428
83
$ 3,052
-
-
$ 360,000
$14,076
75
Assumptions to go along with these charts:
•
The Policy owner never makes any material changes to the original coverage.
•
The Policy owner pays annual premiums of $3,052 that are projected to extend the Policy to the insured person’s age 121.
•
There are no policy loans and automatic balancing is retained.
The accumulation values charts show that:
•
At 8%, the Policy owner had no need for the CG benefit, as the policy maintained a strong accumulation value and cash value, more than able to meet the monthly charges. The CG benefit was also activated for all years because there is a positive CG Account value for all years. When the Policy matures, the Policy’s cash value is $5,041,864 and the CG Account value is $14,076.
•
At 6%, due to the Policy’s performance, beginning in the 59th Policy year there is insufficient accumulation value and cash value to cover the Policy charges. The CG Account value for that Policy year is $99,564, which along with the annual premiums is sufficient to cover all of the CG Account charges until the Policy matures.
Example for policies applied for after June 30, 2017, that shows how the investment requirements work for the restricted investment options:
Assumptions:
Total accumulation value = $1,000
Outstanding loan = $300
We will limit the amount you may invest in restricted investment options to 35% of the Policy owner’s total accumulation value less Policy loans—which is $245 (35% of $700). If, because of investment performance, the total amount invested in restricted investment options increases to greater than 35% of total accumulation value less Policy loans (i.e., exceeds $245), the Policy owner will not be in compliance with the 35% requirement. The Policy owner’s rights under this rider will not be affected even though the Policy owner is temporarily not in compliance with the investment requirements. The Policy owner will be brought into compliance through the “automatic rebalancing” program.
76
APPENDIX C - STATE CONTRACT AVAILABILITY OR VARIATIONS OF CERTAIN FEATURES AND RIDERS
 
Prospectus
Provision or
Rider
Availability or Variation
Issue State
Free Look
If the Owner is 60 or above the free look period is extended to
30 days. These Owners may request their initial premium or any
premium submitted during the free look period be allocated to
the investment options immediately instead of being placed in
the money-market account. If premium is allocated to
investment options the free look amount will be the policy’s
account value as of the day the policy is returned to the
Company. If the Owner did not request the premium to be
allocated to the investment options the free look amount will be
all premiums paid and any policy fee.
California
Death Benefit Installment Rider
Not available for sale.
New Hampshire
Terminal Illness Rider
Terminal Illness Riders issued prior to 9/29/2017: Time period
in definition of Terminal Illness – less than 12 months to live.
Maximum interest rate does not include reference to current
yield on 90-day U.S. Treasury Bills.
Connecticut
Terminal Illness Rider
Maximum Administrative Fee is $100.
Florida
Waiver of Specified Premium
Rider
Rider is called Total Disability Monthly Benefit Rider.
California, Georgia, New Jersey
Waiver of Specified Premium
Rider
Rider is called Premium Waiver Rider.
Texas
Waiver of Specified Premium
Rider
Not available for sale.
Massachusetts, Montana,
Virginia
Waiver of Monthly Deduction
For total disability beginning on or after age 60, benefits are
payable while total disability continues until termination date of
the rider.
California
20 Year Benefit Rider
Not available for sale.
Vermont
20 Year Benefit Rider
Rider title changed to Monthly No-Lapse Premium Rider,
Monthly Guarantee Premium is referred to as Monthly No-Lapse
Premium and the Guarantee Period is referred to as No-Lapse
Period.
Maryland
Accelerated Access SolutionSM
Rider
Accelerated benefit is paid to owner, not owner or owner’s
estate.
 
Lifetime maximum benefit section – (Last paragraph, last 2
sentences) replace with the following:
The lifetime maximum benefit will be reduced by the sum of all
death benefit amounts you previously elected to accelerate
under prior claims made under the rider, if any, or under any
other accelerated death benefit endorsement or rider attached to
the policy.Add Monthly Benefit section:
You may request that an annualized benefit be paid in place of
the monthly benefits payable during a benefit period. For any
benefit period after the first benefit period, you must provide a
written request to us at least 90 days in advance of the
beginning of such benefit period to request an annualized
benefit. You may also, at least 90 days in advance of the
beginning of a benefit period , make a standing request to elect
an annualized payment in place of monthly benefits as to each
future benefit period as it arises. If such an election is made and
you subsequently desire to receive monthly benefits, you must
submit to us your written election to receive monthly benefits at
least 90 days in advance of the beginning of the next benefit
period.
California
77
Prospectus
Provision or
Rider
Availability or Variation
Issue State
 
 
Replace language in Lump sum option section with the
following:
You may request to receive the accelerated benefit payable in a
lump sum. The lump sum payment will equal the death benefit
accelerated, less the following deductions:1. An actuarial
discount determined by us; and
2. If applicable, payment of a pro rata amount of outstanding
policy loans.We will determine the actuarial discount applicable
to a given lump sum payment using factors including, but not
limited to, the following:
1. Our assessment of the expected future mortality of the
Insured; and
2. An interest rate that will not exceed the greater of the yield on
90-day U.S.Treasury Bills or the then current maximum
statutory adjustable policy loan interest rate.
 
Replace language in Claims section with the following:Upon
receipt of the notice of claim, we will mail a claim form to you
within 15 days. If the claim form is not sent within this 15-day
period, you will be deemed to have complied with the
requirements of the rider as to proof of loss if you submit
written proof covering the character and the extent of the
occurrence or loss for which claim is made.
 
Replace first two sentences in Impact on Policy section with the
following:Each accelerated benefit payment will reduce certain
policy components by a proportional amount. This proportion
will equal the amount of the reduction in death benefit that
results from the accelerated benefit payment, divided by the
death benefit immediately before the payment.
 
Replace language in Incontestability section with the
following:We will not contest the rider after it has been in force
during the Insured’s lifetime for two (2) years from the rider
date of issue. The rider can only be contested based on a
statement made in the application for the rider if the statement
is attached to the policy. The statement upon which the contest
is made must be material to the risk accepted or the hazard
assumed by us.
 
Replace language in Reinstatement section with the
following:Reinstatement of the rider will be on the same or
more favorable terms as reinstatement of the policy to which
the rider is attached. If the rider is reinstated, you will have the
same rights after reinstatement as you had under the rider
immediately before the due date of the defaulted premium.
 
The following should be deleted from Limitations section:This
benefit is not intended to allow third parties to cause you to
involuntarily access the policy proceeds payable to the named
 
78
Prospectus
Provision or
Rider
Availability or Variation
Issue State
 
Beneficiary. Therefore, the Accelerated Benefit will not be
available if you are required to request it for any third party,
including any creditor, government agency, trustee in
bankruptcy or any other person or as the result of a court order.
 
Accelerated Access SolutionSM
Rider
Accelerated Access SolutionSM Riders issued prior to
7/20/2017:
 
Accelerated Benefit is paid to owner, not owner or owner’s
estate.
 
The maximum interest rate will not exceed the greater of:1. The
Moody’s Corporate Bond Yield Average – Monthly Average
Corporates (hereafter referred to as “Moody’s Bond Yield
Average”) for the month of October preceding the calendar year
for which the loan interest rate is determined; or
2. The interest rate used to calculate Cash Values under the
Policy during the period for which the interest rate is being
determined, plus 1%.
 
The following should be deleted from Limitations section: The
Accelerated Benefit will not be available if You are required to
request it for any third party, including any creditor, government
agency, trustee in bankruptcy or any other person or as the
result of a court order.
Connecticut
79
APPENDIX D - ANNUITY RATE TABLES
Unisex 
OPTION 3 TABLE
INSTALLMENTS FOR LIFE WITH SPECIFIED MINIMUM PERIOD
 
GUARANTEED PERIOD
 
GUARANTEED PERIOD
AGE OF PAYEE
10 Years
15 Years
20 Years
AGE OF PAYEE
10 Years
15 Years
20 Years
10
$1.62
$1.62
$1.62
50
$2.87
$2.85
$2.82
11
1.63
1.63
1.63
51
2.94
2.91
2.87
12
1.65
1.65
1.65
52
3.01
2.98
2.93
13
1.66
1.66
1.66
53
3.08
3.04
2.99
14
1.68
1.68
1.68
54
3.15
3.11
3.05
15
1.70
1.70
1.69
55
3.23
3.19
3.12
16
1.71
1.71
1.71
56
3.31
3.26
3.18
17
1.73
1.73
1.73
57
3.40
3.34
3.25
18
1.75
1.75
1.75
58
3.49
3.42
3.32
19
1.77
1.77
1.77
59
3.58
3.51
3.39
20
1.79
1.79
1.79
60
3.68
3.60
3.46
21
1.81
1.81
1.81
61
3.79
3.69
3.53
22
1.83
1.83
1.83
62
3.90
3.79
3.61
23
1.85
1.85
1.85
63
4.01
3.88
3.68
24
1.87
1.87
1.87
64
4.14
3.98
3.75
25
1.89
1.89
1.89
65
4.27
4.09
3.82
26
1.92
1.92
1.91
66
4.40
4.19
3.89
27
1.94
1.94
1.94
67
4.54
4.30
3.96
28
1.97
1.97
1.96
68
4.69
4.41
4.03
29
1.99
1.99
1.99
69
4.84
4.52
4.09
30
2.02
2.02
2.02
70
5.00
4.63
4.15
31
2.05
2.05
2.04
71
5.16
4.74
4.21
32
2.08
2.08
2.07
72
5.33
4.85
4.26
33
2.11
2.11
2.10
73
5.51
4.95
4.31
34
2.14
2.14
2.13
74
5.69
5.06
4.35
35
2.17
2.17
2.17
75
5.87
5.16
4.39
36
2.21
2.21
2.20
76
6.06
5.25
4.43
37
2.25
2.24
2.23
77
6.24
5.34
4.46
38
2.28
2.28
2.27
78
6.43
5.43
4.49
39
2.32
2.32
2.31
79
6.62
5.50
4.51
40
2.36
2.36
2.35
80
6.81
5.58
4.53
41
2.40
2.40
2.39
81
6.81
5.58
4.53
42
2.45
2.44
2.43
82
6.81
5.58
4.53
43
2.49
2.49
2.47
83
6.81
5.58
4.53
44
2.54
2.53
2.51
84
6.81
5.58
4.53
45
2.59
2.58
2.56
85
6.81
5.58
4.53
46
2.64
2.63
2.61
86
6.81
5.58
4.53
47
2.70
2.68
2.66
87
6.81
5.58
4.53
48
2.75
2.74
2.71
88
6.81
5.58
4.53
80
OPTION 3 TABLE
INSTALLMENTS FOR LIFE WITH SPECIFIED MINIMUM PERIOD
 
GUARANTEED PERIOD
 
GUARANTEED PERIOD
AGE OF PAYEE
10 Years
15 Years
20 Years
AGE OF PAYEE
10 Years
15 Years
20 Years
49
2.81
2.79
2.76
89
6.81
5.58
4.53
 
 
 
 
90
6.81
5.58
4.53
Payments are based upon the age, nearest birthday, of the Payee when the first installment is payable in 2015. If monthly
installments for two or more specified periods for a given age are the same, the specified period of longer duration will apply.
Female 
OPTION 3 TABLE
INSTALLMENTS FOR LIFE WITH SPECIFIED MINIMUM PERIOD
AGE OF PAYEE
GUARANTEED PERIOD
AGE OF PAYEE
GUARANTEED PERIOD
Female
10 Years
15 Years
20 Years
Female
10 Years
15 Years
20 Years
10
$1.55
$1.55
$1.55
50
$2.65
$2.64
$2.62
11
1.57
1.57
1.57
51
2.70
2.69
2.67
12
1.58
1.58
1.58
52
2.76
2.75
2.72
13
1.60
1.59
1.59
53
2.82
2.80
2.78
14
1.61
1.61
1.61
54
2.88
2.87
2.84
15
1.62
1.62
1.62
55
2.95
2.93
2.90
16
1.64
1.64
1.64
56
3.02
3.00
2.96
17
1.66
1.66
1.65
57
3.10
3.07
3.02
18
1.67
1.67
1.67
58
3.17
3.14
3.09
19
1.69
1.69
1.69
59
3.25
3.22
3.16
20
1.71
1.71
1.71
60
3.34
3.30
3.23
21
1.72
1.72
1.72
61
3.43
3.39
3.30
22
1.74
1.74
1.74
62
3.53
3.47
3.38
23
1.76
1.76
1.76
63
3.63
3.57
3.45
24
1.78
1.78
1.78
64
3.74
3.66
3.53
25
1.80
1.80
1.80
65
3.85
3.76
3.61
26
1.82
1.82
1.82
66
3.97
3.87
3.69
27
1.84
1.84
1.84
67
4.10
3.97
3.76
28
1.87
1.87
1.86
68
4.23
4.08
3.84
29
1.89
1.89
1.89
69
4.37
4.20
3.92
30
1.91
1.91
1.91
70
4.52
4.31
3.99
31
1.94
1.94
1.93
71
4.68
4.43
4.06
32
1.96
1.96
1.96
72
4.85
4.55
4.13
33
1.99
1.99
1.99
73
5.02
4.67
4.19
34
2.02
2.02
2.01
74
5.20
4.79
4.25
35
2.05
2.04
2.04
75
5.39
4.91
4.31
36
2.08
2.07
2.07
76
5.58
5.03
4.36
37
2.11
2.10
2.10
77
5.78
5.14
4.40
38
2.14
2.14
2.13
78
5.98
5.24
4.44
39
2.17
2.17
2.17
79
6.19
5.34
4.47
81
OPTION 3 TABLE
INSTALLMENTS FOR LIFE WITH SPECIFIED MINIMUM PERIOD
AGE OF PAYEE
GUARANTEED PERIOD
AGE OF PAYEE
GUARANTEED PERIOD
Female
10 Years
15 Years
20 Years
Female
10 Years
15 Years
20 Years
40
2.21
2.20
2.20
80
6.40
5.43
4.50
41
2.24
2.24
2.23
81
6.40
5.43
4.50
42
2.28
2.28
2.27
82
6.40
5.43
4.50
43
2.32
2.32
2.31
83
6.40
5.43
4.50
44
2.36
2.36
2.35
84
6.40
5.43
4.50
45
2.40
2.40
2.39
85
6.40
5.43
4.50
46
2.45
2.44
2.43
86
6.40
5.43
4.50
47
2.49
2.49
2.47
87
6.40
5.43
4.50
48
2.54
2.53
2.52
88
6.40
5.43
4.50
49
2.59
2.58
2.57
89
6.40
5.43
4.50
 
 
 
 
90
6.40
5.43
4.50
Payments are based upon the age, nearest birthday, of the Payee when the first installment is payable in 2015. If monthly
installments for two or more specified periods for a given age are the same, the specified period of longer duration will apply.
Male 
OPTION 3 TABLE
INSTALLMENTS FOR LIFE WITH SPECIFIED MINIMUM PERIOD
AGE OF PAYEE
GUARANTEED PERIOD
AGE OF PAYEE
GUARANTEED PERIOD
Male
10 Years
15 Years
20 Years
Male
10 Years
15 Years
20 Years
10
$1.63
$1.63
$1.63
50
$2.93
$2.90
$2.86
11
1.65
1.65
1.64
51
3.00
2.97
2.92
12
1.66
1.66
1.66
52
3.06
3.03
2.98
13
1.68
1.68
1.68
53
3.14
3.10
3.04
14
1.70
1.69
1.69
54
3.21
3.17
3.10
15
1.71
1.71
1.71
55
3.29
3.25
3.17
16
1.73
1.73
1.73
56
3.38
3.33
3.24
17
1.75
1.75
1.75
57
3.47
3.41
3.30
18
1.77
1.77
1.76
58
3.56
3.49
3.37
19
1.79
1.79
1.78
59
3.66
3.58
3.44
20
1.81
1.81
1.80
60
3.76
3.67
3.51
21
1.83
1.83
1.82
61
3.87
3.76
3.59
22
1.85
1.85
1.85
62
3.99
3.86
3.66
23
1.87
1.87
1.87
63
4.11
3.96
3.73
24
1.89
1.89
1.89
64
4.23
4.06
3.80
25
1.92
1.92
1.91
65
4.37
4.16
3.87
26
1.94
1.94
1.94
66
4.51
4.27
3.94
27
1.97
1.96
1.96
67
4.65
4.38
4.00
28
1.99
1.99
1.99
68
4.80
4.49
4.07
29
2.02
2.02
2.01
69
4.95
4.59
4.13
30
2.05
2.05
2.04
70
5.12
4.70
4.19
82
OPTION 3 TABLE
INSTALLMENTS FOR LIFE WITH SPECIFIED MINIMUM PERIOD
AGE OF PAYEE
GUARANTEED PERIOD
AGE OF PAYEE
GUARANTEED PERIOD
Male
10 Years
15 Years
20 Years
Male
10 Years
15 Years
20 Years
31
2.08
2.07
2.07
71
5.28
4.81
4.24
32
2.11
2.10
2.10
72
5.45
4.91
4.29
33
2.14
2.14
2.13
73
5.63
5.02
4.33
34
2.17
2.17
2.16
74
5.80
5.12
4.38
35
2.21
2.20
2.20
75
5.99
5.21
4.41
36
2.24
2.24
2.23
76
6.17
5.30
4.44
37
2.28
2.27
2.27
77
6.35
5.39
4.47
38
2.32
2.31
2.30
78
6.54
5.47
4.50
39
2.36
2.35
2.34
79
6.72
5.54
4.52
40
2.40
2.39
2.38
80
6.90
5.61
4.54
41
2.44
2.44
2.42
81
6.90
5.61
4.54
42
2.49
2.48
2.46
82
6.90
5.61
4.54
43
2.54
2.53
2.51
83
6.90
5.61
4.54
44
2.59
2.57
2.55
84
6.90
5.61
4.54
45
2.64
2.62
2.60
85
6.90
5.61
4.54
46
2.69
2.67
2.65
86
6.90
5.61
4.54
47
2.75
2.73
2.70
87
6.90
5.61
4.54
48
2.80
2.78
2.75
88
6.90
5.61
4.54
49
2.86
2.84
2.81
89
6.90
5.61
4.54
 
 
 
 
90
6.90
5.61
4.54
Payments are based upon the age, nearest birthday, of the Payee when the first installment is payable in 2015. If monthly
installments for two or more specified periods for a given age are the same, the specified period of longer duration will apply.
83
 
For Life Consumer Portal and
eDelivery, or to view and Print
Policy or Fund prospectuses
visit us at
www.corebridgefinancial.com/lifeportal
The Statement of Additional Information (SAI) contains additional information about the Policy, the Company, and the Separate Account, including financial statements. The SAI is dated the same date as this prospectus, and the SAI is incorporated by reference into this prospectus. You may request a free copy of the SAI by:
•
Mailing: VUL Administration, P.O. Box 818016, Cleveland, Ohio 44181
•
Calling: 1-800-340-2765
•
Visiting: www.corebridgefinancial.com/lifeportal
You may also obtain the SAI from the insurance representative through which you purchased your Policy.
Additional information about the Policies, including personalized illustrations of death benefits, cash surrender values, and cash values, is available upon request to the same address or phone number printed above. You may also submit inquiries about the Policy to the same address or phone number printed above.
You may also obtain reports and other information about the Separate Account on the SEC’s website at www.sec.gov, and copies of this information may be obtained, upon payment of a duplicating fee, by electronic request at the following email address: publicinfo@sec.gov.
©2025. Corebridge Financial, Inc. All Rights Reserve
EDGAR Contract Identifier: C000144540

AMERICAN GENERAL LIFE INSURANCE COMPANY
SEPARATE ACCOUNT VL-R
PLATINUM CHOICE VUL 2
FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE INSURANCE POLICIES
ISSUED BY
AMERICAN GENERAL LIFE INSURANCE COMPANY
Administrative Center:
VUL Administration Department
P.O. Box 818016
Cleveland, Ohio 44181
Telephone: 1-800-340-2765
STATEMENT OF ADDITIONAL INFORMATION
DATED May 1, 2026
This Statement of Additional Information (“SAI”) is not a prospectus. It should be read in conjunction with the prospectus for American General Life Insurance Company Separate Account VL-R (the “Separate Account” or “Separate Account VL-R”) dated May 1, 2026, describing the Platinum Choice VUL 2 flexible premium variable universal life insurance policies (the “Policy” or “Policies”).
The prospectus sets forth information that a prospective investor should know before investing. For a copy of the prospectus, and any prospectus supplements, contact American General Life Insurance Company (“AGL” or “Company”) at the address or telephone numbers given above. You may also visit www.corebridgefinancial.com/AGVUL.
Each term used in this SAI that is defined in the related prospectus has the same meaning as the prospectus’ definition. Effective March 19, 2021, AGL no longer sells these Policies.
GENERAL INFORMATION
AGL
American General Life Insurance Company (“AGL” or the “Company”) is a stock life insurance company organized under the laws of the State of Texas on April 11, 1960. AGL is an indirect, wholly owned subsidiary of Corebridge Financial, Inc. (“Corebridge”). On March 26, 2026, Corebridge and Equitable Holdings, Inc., announced that they entered into a definitive agreement to combine in an all-stock merger. Under the terms of the merger agreement, both companies will become wholly owned subsidiaries of a newly formed holding company, which will be renamed “Equitable Holdings, Inc.” upon the closing of the transaction. The transaction is expected to close by year-end 2026, subject to certain regulatory approvals and other customary closing conditions. Upon completion of the transaction, AGL will be an indirect wholly owned subsidiary of the new Equitable Holdings, Inc. AGL offers individual term and universal life insurance, as well as fixed, variable and registered index-linked annuities in all states except in New York.
Separate Account VL-R
We hold the Fund shares in which any of your accumulation value is invested in Separate Account VL-R. Separate Account VL-R is registered as a unit investment trust with the Securities and Exchange Commission (“SEC”) under the Investment Company Act of 1940. We created the Separate Account on May 6, 1997 under Texas law. Effective on the close of business November 29, 2019, Separate Account VUL, Separate Account VUL-2, and Separate Account II were consolidated with and into Separate Account VL-R.
For record keeping and financial reporting purposes, the Separate Account is divided into 150 separate “divisions,” 46 of which correspond to the 46 variable “investment options” under the Policy. The remaining 104 divisions, and all of these 46 divisions, represent investment options available under other variable universal life policies we offer. We hold the Fund shares in which we invest your accumulation value for an investment option in the division that corresponds to that investment option. One or more of the Funds may sell its shares to other funds.
The assets in Separate Account VL-R are our property. The assets in the Separate Account may not be used to pay any liabilities of AGL other than those arising from the Policies. AGL is obligated to pay all amounts under the Policies due the Policy owners. We act as custodian for the Separate Account’s assets.
NON-PRINCIPAL RISKS OF INVESTING IN THE POLICY
Mixed and Shared Funding Risk. We are required to track events to identify any material conflicts from using investment portfolios for both variable universal life and variable annuity separate accounts. The boards of the Funds, AGL, and other insurance companies participating in the Funds have this same duty. There may be a material conflict if:
•
state insurance law or federal income tax law changes;
•
investment management of an investment portfolio changes; or
•
voting instructions given by owners of variable universal life insurance policies and variable annuity contracts differ.
The investment portfolios may sell shares to certain qualified pension and retirement plans qualifying under Code Section 401. These include cash or deferred arrangements under Code Section 401(k). One or more of the investment portfolios may sell its shares to other investment portfolios. Therefore, there is a possibility that a material conflict may arise between the interests of owners in general, or certain classes of owners, and these retirement plans or participants in these retirement plans.
If there is a material conflict, we have the duty to determine appropriate action, including removing the portfolios involved from our variable investment options. We may take other action to protect Policy owners. This could mean delays or interruptions of the variable operations.
When state insurance regulatory authorities require us, we may ignore instructions relating to changes in an investment portfolio’s adviser or its investment policies. If we do ignore voting instructions, we give you a summary of our actions in the next semi-annual report to owners.
Other Non-Principal Risks. All other non-principal risks of investing in the Policy are disclosed in the prospectus.
3
CUSTODIAN
AGL acts as custodian of the Separate Account. AGL has custody of all assets and cash of the Separate Account and handles the collection of proceeds of shares of the Funds bought and sold by the Separate Account.
DISTRIBUTION OF THE POLICIES
The Policies are offered on a continuous basis through Corebridge Capital Services, Inc. (“CCS”), located at 30 Hudson Street, 16th floor, Jersey City, NJ 07302. CCS is registered as a broker-dealer under the Securities Exchange Act of 1934, as amended, and a member of the Financial Industry Regulatory Authority (“FINRA”). CCS is an indirect, wholly owned subsidiary of AGL. No underwriting fees are paid in connection with the distribution of the Policies.
ADDITIONAL INFORMATION ABOUT THE POLICIES
The purpose of this section is to provide you with information to help clarify certain discussion found in the related prospectus. Many topics, such as Policy sales loads and increases in your Policy’s death benefit, have been fully described in the related prospectus. For any topics that we do not discuss in this SAI, please see the related prospectus.
Unisex policies. Congress and the legislatures of various states have from time to time considered legislation that would require insurance rates to be the same for males and females of the same age, premium class and tobacco user status. In addition, employers and employee organizations should consider, in consultation with counsel, the impact of Title VII of the Civil Rights Act of 1964 on the purchase of life insurance policies in connection with an employment-related insurance or benefit plan. In a 1983 decision, the United States Supreme Court held that, under Title VII, optional annuity benefits under a deferred compensation plan could not vary on the basis of sex. In general, we do not offer policies for sale in situations which, under current law, require unisex premiums or benefits. However, we offer the Policies on both a unisex and a sex-distinct basis.
Cost of insurance rates. Because of specified amount increases, different cost of insurance rates may apply to different increments of specified amount under your Policy. If so, we attribute your accumulation value proportionately to each increment of specified amount to compute our net amount at risk.
Special purchase plans. Special purchase plans provide for variations in, or elimination of, certain Policy charges, and would be available to a defined group of individuals. We currently do not provide for or support any special purchase plans.
Underwriting procedures and cost of insurance charges. Cost of insurance charges for the Policies will not be the same for all Policy owners. The chief reason is that the principle of pooling and distribution of mortality risks is based upon the assumption that each Policy owner pays a cost of insurance charge related to the insured’s mortality risk which is actuarially determined based upon factors such as age, sex and risk class of the insured and the face amount size band of the Policy. In the context of life insurance, a uniform mortality charge (the “cost of insurance charge”) for all insureds would discriminate unfairly in favor of those insureds representing greater mortality risks to the disadvantage of those representing lesser risks. Accordingly, although there will be a uniform “public offering price” for all Policy owners, because premiums are flexible and amounts allocated to the Separate Account will be subject to some charges that are the same for all owners, there will be a different “price” for each actuarial category of Policy owners because different cost of insurance rates will apply. The “price” will also vary based on net amount at risk. The Policies will be offered and sold pursuant to this cost of insurance schedule and our underwriting standards and in accordance with state insurance laws. Such laws prohibit unfair discrimination among insureds but recognize that premiums must be based upon factors such as age, sex, health and occupation. A table showing the maximum cost of insurance charges will be delivered as part of the Policy.
Our underwriting procedures are designed to treat applicants for Policies in a uniform manner. Collection of required medical information is conducted in a confidential manner. We maintain underwriting standards designed to avoid unfair or inconsistent decisions about which underwriting class should apply to a particular proposed insured person. In some group or employment-related situations, we may offer what we call simplified or guaranteed issue underwriting classes. These underwriting classes provide for brief or no medical underwriting. Our offer to insure a person under either class results in cost of insurance charges that are the same for each insured person.
4
Certain arrangements. Most of the advisers or administrators of the Funds make certain payments to us, on a quarterly basis, for certain administrative, Policy, and Policy owner support expenses. These amounts will be reasonable for the services performed and are not designed to result in a profit.
More About the Fixed Account
Our general account. Our general account assets are all of our assets that we do not hold in legally segregated separate accounts. Our general account supports our obligations to you under your Policy’s declared Fixed Account. Unlike the Separate Account, the assets in the general account may be used to pay any liabilities of AGL in addition to those arising from the Policies. Because of applicable exemptions, no interest in this option has been registered under the Securities Act of 1933, as amended. Neither our general account nor our Fixed Account is an investment company under the Investment Company Act of 1940. We have been advised that the staff of the SEC has not reviewed the disclosures that are included in this prospectus for your information about our general account or our Fixed Account. Those disclosures, however, may be subject to certain generally applicable provisions of the federal securities laws relating to the accuracy and completeness of statements made in prospectuses.
How we declare interest. Except for amounts held as collateral for loans, we can at any time change the rate of interest we are paying on any accumulation value allocated to our Fixed Account, but it will always be at an annual effective rate shown on your Policy Schedule.
Under these procedures, it is likely that at any time different interest rates will apply to different portions of your accumulation value, depending on when each portion was allocated to our fixed Account. Any charges, partial surrenders, or loans that we take from any accumulation value that you have in our Fixed Account will be taken from each portion in reverse chronological order based on the date that accumulation value was allocated to this option.
Adjustments to Death Benefit
Suicide.  If the insured person commits suicide during the first two Policy years, we will limit the proceeds payable to the total of all premiums that have been paid to the time of death minus any outstanding Policy loans (plus credit for any unearned interest) and any partial surrenders.
A new two-year period begins if you increase the specified amount. You can increase the specified amount only if the insured person is living at the time of the increase. In this case, if the insured person commits suicide during the first two years following the increase, we will refund the monthly insurance deductions attributable to the increase. The death benefit will then be based on the specified amount in effect before the increase.
Wrong age or sex. If the age or sex of the insured person was misstated on your application for a Policy (or for any increase in benefits), we will adjust any death benefit to be what the monthly insurance charge deducted for the current month would have purchased based on the correct information.
Death during grace period. We will deduct from the insurance proceeds any monthly charges that remain unpaid because the insured person died during a grace period.
ACTUARIAL EXPERT
Actuarial matters have been examined by Dongliang Zhou, who is Chief Pricing Actuary for AGL. An opinion on actuarial matters is filed as an exhibit to the registration statement we have filed with the SEC in connection with the Policies.
FINANCIAL STATEMENTS
PricewaterhouseCoopers LLP, located at 300 Madison Avenue New York, New York 10017, serves as the independent registered public accounting firm for Separate Account VL-R and AGL.
You may obtain a free copy of the financial statements if you write us at our VUL Administration Department or call us at 1-800-340-2765. The financial statements have also been filed with the SEC and can be obtained through its website at www.sec.gov.
5
The following financial statements incorporated by reference within the SAI included on the most recent Form N-VPFS filed with the SEC have been so incorporated in reliance on the reports of PricewaterhouseCoopers LLP, an independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting:
•
The Audited statement of assets and liabilities of Separate Account VL-R of American General Life Insurance Company as of December 31, 2025 and the related statements of operations and changes in net assets for each of the two years in the period then ended December 31, 2025.
•
The Audited Statutory Financial Statements and Supplement Information of American General Life Insurance Company, which comprise the statutory statements of admitted assets, liabilities and capital and surplus as of December 31, 2025 and December 31, 2024, and the related statutory statements of operations, of changes in capital and surplus, and of cash flows for each of the three years in the period ended December 31, 2025.
The financial statements of AGL should be considered only as bearing on the ability of AGL to meet its obligation under the contracts.
6

PART C: OTHER INFORMATION
Item 30.  Exhibits 
Exhibit
No.
Description
Location
(a)
Board of Directors Resolution.
 
(1)
Incorporated by reference to initial filing of Form S-6
Registration Statement (File No. 333-42567) of
American General Life Insurance Company Separate
Account VL-R filed on December 18, 1997.
(b)
Custodian Agreements.
Inapplicable.
(c)
Underwriting Contracts.
 
(1)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-4 Registration Statement (File
No. 333-40637) of American General Life Insurance
Company Separate Account D filed on November 8, 2002.
(2)
Incorporated by reference to Post-Effective Amendment
No. 5 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2019.
(d)
Contracts.
 
(1)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(2)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on June 24, 2019.
(3)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(4)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on June 24, 2019.
(5)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on December 17,
2004.
(6)
Incorporated by reference to initial filing of Form N-6
Registration Statement (File No. 333-196172) of
American General Life Insurance Company Separate
Account VL-R filed on May 22, 2014.
(7)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on June 24, 2019.
(8)
Incorporated by reference to initial filing of Form N-6
Registration Statement (File No. 333-196172) of
American General Life Insurance Company Separate
Account VL-R filed on May 22, 2014.
Exhibit
No.
Description
Location
(9)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on June 24, 2019.
(10)
Incorporated by reference to Post-Effective Amendment
No. 6 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on December 12,
2006.
(11)
Incorporated by reference to Post-Effective Amendment
No. 6 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on December 12,
2006.
(12)
Incorporated by reference to Post-Effective Amendment
No. 6 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on December 12,
2006.
(13)
Incorporated by reference to Post-Effective Amendment
No. 4 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2018.
(14)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 28, 2017.
(15)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form N-6 Registration Statement (File
No. 333-137817) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(16)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 29, 2016.
(17)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 29, 2016.
(18)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 28, 2017.
(19)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 28, 2017.
(20)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 28, 2017.
(21)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 28, 2017.
Exhibit
No.
Description
Location
(22)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 28, 2017.
(23)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 28, 2017.
(24)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 28, 2017.
(25)
Incorporated by reference to Post-Effective Amendment
No. 5 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2019.
(26)
Incorporated by reference to Post-Effective Amendment
No. 5 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2019.
(27)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on June 24, 2019.
(28)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on June 24, 2019.
(29)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on June 24, 2019.
(30)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on June 24, 2019.
(e)
Applications.
 
(1)
Incorporated by reference to Post-Effective Amendment
No. 5 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2019.
(2)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 28, 2017.
(3)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on June 24, 2019.
(4)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on June 24, 2019.
(f)
Depositor’s Certificate of Incorporation and
By-Laws.
 
(1)
Incorporated by reference to Initial Registration
Statement on Form S-1, filed on February 21, 2024,
Accession No. 0001193125-24-040282.
(2)
 
 
Exhibit
No.
Description
Location
(3)
Incorporated by reference to Post-Effective Amendment
No. 11 to Form N-6 Registration Statement (File
No. 333-43264) of American General Life Insurance
Company Separate Account VL-R filed on August 12,
2005.
(g)
Reinsurance Contracts.
 
(1)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(2)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(3)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(4)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(5)
Incorporated by reference to Post-Effective Amendment
No. 6 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2014.
(h)
Participation Agreements.
 
(1)(a)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form S-6 Registration Statement (File
No. 333-42567) of American General Life Insurance
Company Separate Account VL-R filed on March 23,
1998.
(1)(b)
Incorporated by reference to Post-Effective Amendment
No. 4 to Form S-6 Registration Statement (File
No. 333-42567) of American General Life Insurance
Company Separate Account VL-R filed on October 11,
2000.
(1)(c)
Incorporated by reference to initial filing of Form N-6
Registration Statement (File No. 333-103361) of
American General Life Insurance Company Separate
Account VL-R filed on February 21, 2003.
(1)(d)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-143072) of American General Life Insurance
Company Separate Account VL-R filed on August 22,
2007.
(1)(e)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on August 28,
2008.
(1)(f)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on May 2, 2011.
(2)(a)
Incorporated by reference to Post-Effective Amendment
No. 6 to Form N-6 Registration Statement (File
No. 333-43264) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2003.
Exhibit
No.
Description
Location
(3)(a)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form S-6 Registration Statement (File
No. 333-89897) of American General Life Insurance
Company Separate Account VL-R filed on January 21,
2000.
(3)(b)
Incorporated by reference to Post-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 2, 2005.
(3)(c)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 28, 2017.
(4)(a)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form N-4 Registration Statement (File
No. 333-137892) of American General Life Insurance
Company (formerly AIG SunAmerica Life Assurance
Company) Variable Separate Account filed on April 26,
2007.
(4)(b)
Incorporated by reference to Post-Effective Amendment
No. 5 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2013.
(4)(c)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(4)(d)
Incorporated by reference to Post-Effective Amendment
No. 5 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2013.
(5)(a)
Incorporated by reference to Post-Effective Amendment
No. 5 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2013.
(5)(b)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(6)(a)
Incorporated by reference to Post-Effective Amendment
No. 5 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2013.
(6)(b)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(7)(a)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-80191) of American General Life Insurance
Company Separate Account VL-R filed on December 2,
2004.
(7)(b)
Incorporated by reference to Post-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-129552) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2006.
Exhibit
No.
Description
Location
(7)(c)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-143072) of American General Life Insurance
Company Separate Account VL-R filed on August 22,
2007.
(7)(d)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-153068) of American General Life Insurance
Company Separate Account VL-R filed on December 3,
2008.
(7)(e)
Incorporated by reference to Post-Effective Amendment
No. 6 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2014.
(7)(f)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(8)(a)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on May 3, 2010.
(8)(b)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(9)(a)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form S-6 Registration Statement (File
No. 333-80191) of American General Life Insurance
Company Separate Account VL-R filed on September 20,
2000.
(9)(b)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on August 28,
2008.
(9)(c)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(9)(d)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 29, 2016.
(10)(a)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form S-6 Registration Statement (File
No. 333-42567) of American General Life Insurance
Company Separate Account VL-R filed on March 23,
1998.
(10)(b)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form S-6 Registration Statement (File
No. 333-80191) of American General Life Insurance
Company Separate Account VL-R filed on September 20,
2000.
Exhibit
No.
Description
Location
(10)(c)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on August 28,
2008.
(10)(d)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(10)(e)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(11)(a)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form S-6 Registration Statement (File
No. 333-89897) of American General Life Insurance
Company Separate Account VL-R filed on January 21,
2000.
(11)(b)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form S-6 Registration Statement (File
No. 333-89897) of American General Life Insurance
Company Separate Account VL-R filed on January 21,
2000.
(11)(c)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-137817) of American General Life Insurance
Company Separate Account VL-R filed on December 14,
2006.
(11)(d)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(12)(a)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form S-6 Registration Statement (File
No. 333-80191) of American General Life Insurance
Company Separate Account VL-R filed on September 20,
2000.
(12)(b)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-129552) of American General Life Insurance
Company Separate Account VL-R filed on March 30,
2006.
(12)(c)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-144594) of American General Life Insurance
Company Separate Account VL-R filed on October 2,
2007.
(12)(d)
Incorporated by reference to Post-Effective Amendment
No. 4 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2012.
(12)(e)
Incorporated by reference to Post-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2015.
(13)(a)
Filed herewith
Exhibit
No.
Description
Location
(14)(a)
Filed herewith
(15)(a)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-4 Registration Statement (File
No. 333-40637) of American General Life Insurance
Company Separate Account D filed on February 12, 1998.
(15)(b)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-4 Registration Statement (File
No. 333-70667) of American General Life Insurance
Company Separate Account D filed on March 18, 1999.
(15)(c)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form S-6 Registration Statement (File
No. 333-80191) of American General Life Insurance
Company Separate Account VL-R filed on September 20,
2000.
(15)(d)
Incorporated by reference to Post-Effective Amendment
No. 4 to Form S-6 Registration Statement (File
No. 333-42567) of American General Life Insurance
Company Separate Account VL-R filed on October 11,
2000.
(15)(e)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-4 Registration Statement (File
No. 333-109206) of American General Life Insurance
Company Separate Account D filed on December 17,
2003.
(15)(f)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on August 28,
2008.
(15)(g)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on May 3, 2010.
(15)(h)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on May 2, 2011.
(15)(i)
Incorporated by reference to Post-Effective Amendment
No. 5 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2013.
(15)(j)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(16)(a)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 28, 2017.
(16)(b)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 28, 2017.
(16)(c)
Incorporated by reference to Post-Effective Amendment
No. 3 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 28, 2017.
Exhibit
No.
Description
Location
(17)(a)
Incorporated by reference to Post-Effective Amendment
No. 6 to Form N-6 Registration Statement (File
No. 333-43264) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2003.
(18)(a)
Incorporated by reference to Post-Effective Amendment
No. 5 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2013.
(19)(a)
Incorporated by reference to Form N-6 Registration
Statement (File No. 333-185761) of American General
Life Insurance Company Separate Account II filed on
January 2, 2013.
(20)(a)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form S-6 Registration Statement (File
No. 333-80191) of American General Life Insurance
Company Separate Account VL-R filed on September 20,
2000.
(20)(b)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-137817) of American General Life Insurance
Company Separate Account VL-R filed on December 14,
2006.
(21)(a)
Incorporated by reference to Post-Effective Amendment
No. 1 to Form S-6 Registration Statement (File
No. 333-87307) of American General Life Insurance
Company Separate Account VL-R filed on October 10,
2000.
(21)(b)
Incorporated by reference to Post-Effective Amendment
No. 1 to Form S-6 Registration Statement (File
No. 333-65170) of American General Life Insurance
Company Separate Account VL-R filed on December 3,
2001.
(21)(c)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-153068) of American General Life Insurance
Company Separate Account VL-R filed on December 3,
2008.
(21)(d)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(22)(a)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form S-6 Registration Statement (File
No. 333-80191) of American General Life Insurance
Company Separate Account VL-R filed on September 20,
2000.
(23)(a)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(24)(a)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form S-6 Registration Statement (File
No. 333-80191) of American General Life Insurance
Company Separate Account VL-R filed on September 20,
2000.
Exhibit
No.
Description
Location
(24)(b)
Incorporated by reference to Post-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2009.
(24)(c)
Incorporated by reference to Post-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2015.
(24)(d)
Incorporated by reference to Post-Effective Amendment
No. 4 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2018.
(25)(a)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form S-6 Registration Statement (File
No. 333-80191) of American General Life Insurance
Company Separate Account VL-R filed on September 20,
2000.
(25)(b)
Incorporated by reference to Post-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2015.
(26)(a)
Incorporated by reference to Post-Effective Amendment
No. 5 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2013.
(27)(a)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form S-6 Registration Statement (File
No. 333-65170) of American General Life Insurance
Company Separate Account VL-R filed on April 24, 2002.
(27)(b)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(28)(a)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(29)(a)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(30)(a)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(31)(a)
Incorporated by reference to Post-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2015.
(31)(b)
Incorporated by reference to Post-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2015.
(32)(a)
Incorporated by reference to Post-Effective Amendment
No. 5 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2013.
Exhibit
No.
Description
Location
(33)(a)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(34)(a)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(35)(a)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on May 3, 2010.
(36)(a)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(37)(a)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(38)(a)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(39)(a)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(39)(b)
Incorporated by reference to Post-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2015.
(40)(a)
Incorporated by reference to Post-Effective Amendment
No. 5 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2013.
(41)(a)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(41)(a)
Incorporated by reference to Post-Effective Amendment
No. 7 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 1, 2007.
(42)(a)
Incorporated by reference to Post-Effective Amendment
No. 6 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2014.
(i)
Administrative Contracts.
 
(1)(a)
Incorporated by reference to Post-Effective Amendment
No. 8 to Form N-6 Registration Statement (File
No. 333-43264) of American General Life Insurance
Company Separate Account VL-R filed on May 3, 2004.
(1)(b)
Incorporated by reference to Post-Effective Amendment
No. 8 to Form N-6 Registration Statement (File
No. 333-43264) of American General Life Insurance
Company Separate Account VL-R filed on May 3, 2004.
Exhibit
No.
Description
Location
(1)(c)
Incorporated by reference to Post-Effective Amendment
No. 8 to Form N-6 Registration Statement (File
No. 333-43264) of American General Life Insurance
Company Separate Account VL-R filed on May 3, 2004.
(1)(d)
Incorporated by reference to Post-Effective Amendment
No. 8 to Form N-6 Registration Statement (File
No. 333-43264) of American General Life Insurance
Company Separate Account VL-R filed on May 3, 2004.
(1)(e)
Incorporated by reference to Post-Effective Amendment
No. 8 to Form N-6 Registration Statement (File
No. 333-43264) of American General Life Insurance
Company Separate Account VL-R filed on May 3, 2004.
(1)(f)
Incorporated by reference to Post-Effective Amendment
No. 8 to Form N-6 Registration Statement (File
No. 333-43264) of American General Life Insurance
Company Separate Account VL-R filed on May 3, 2004.
(1)(g)
Incorporated by reference to Post-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-118318) of American General Life Insurance
Company Separate Account VL-R filed on May 2, 2005.
(1)(h)
Incorporated by reference to Post-Effective Amendment
No. 4 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2018.
(j)
Other Material Contracts.
 
(1)
Incorporated by reference to Post-Effective Amendment
No. 6 to Form N-6 Registration Statement (File
No. 333-151576) of American General Life Insurance
Company Separate Account VL-R filed on April 30, 2014.
(2)
Incorporated by reference to Post-Effective Amendment
No. 2 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on April 29, 2016.
(k)
Legal Opinion.
 
(1)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(l)
Actuarial Opinion.
 
(1)
Incorporated by reference to Pre-Effective Amendment
No. 1 to Form N-6 Registration Statement (File
No. 333-196172) of American General Life Insurance
Company Separate Account VL-R filed on November 3,
2014.
(m)
Calculation.
None
(n)
Other Opinions.
 
(1)
Filed herewith
(o)
Omitted Financial Statements.
None
(p)
Initial Capital Agreements.
None
(q)
Redeemability Exemption.
 
Exhibit
No.
Description
Location
(1)
Filed herewith
(r)
Form of Initial Summary Prospectus
None
(s)
Powers of Attorney.
 
(1)
Incorporated by reference to Post-Effective Amendment
No. 10 to Form N-4, File No. 333-277203, filed on
October 24, 2025, Accession No. 0001193125-25-25000.
Item 31.  Directors and Officers of the Depositor
The directors and principal officers of the Company are set forth below. The business address of each officer and director is 2727-A Allen Parkway, 3-D1, Houston, Texas 77019, unless otherwise noted. 
NAMES, POSITIONS AND OFFICES HELD WITH DEPOSITOR
Christopher B. Smith (7)
Director, Chairman of the Board and President
Christopher P. Filiaggi (7)
Director, Senior Vice President and Chief Financial Officer
Jonathan J. Novak (1)
Director, President, Institutional Markets
Bryan A. Pinsky (2)
Director, President, Individual Retirement and Life Insurance
Lisa M. Longino (7)
Director, Executive Vice President and Chief Investment Officer
David Ditillo (5)
Director, Executive Vice President and Chief Information Officer
Emily W. Gingrich (4)
Director, Senior Vice President, Chief Actuary and Corporate
Illustration Actuary
Eric G. Tarnow
Director, Senior Vice President, Head of Life Insurance
Terri N. Fiedler (3)
Director
Elizabeth B. Cropper (7)
Executive Vice President and Chief Human Resources Officer
John P. Byrne III (3)
President, Financial Distributor
Steven D. (“Doug”) Caldwell, Jr. (7)
Executive Vice President and Chief Risk Officer
Christina M. Haley (2)
Senior Vice President, Individual Retirement Products
Patricia M. Schwartz (2)
Senior Vice President, Head of Valuation and Financial Reporting,
and Appointed Actuary
Sai P. Raman (6)
Senior Vice President, Institutional Markets
Mallary L. Reznik (2)
Senior Vice President, General Counsel and Assistant Secretary
Jeannette N. Pina (7)
Senior Vice President, Corporate Secretary
Jonathan A. Gold (7)
Senior Vice President and Deputy Investment Officer
Brigitte K. Lenz
Vice President and Controller
Jennifer Powell (3)
Vice President and Chief Compliance Officer, and 38a-1 Compliance
Officer
Brian O. Moon (7)
Vice President and Treasurer
Mersini G. Keller
Vice President and Tax Officer
Angel R. Ramos
Vice President and Tax Officer
Aimy T. Tran (2)
Vice President, Product Filing
Tyra G. Wheatley
Vice President, Product Filing
Korey L. Dalton
Vice President
Christopher J. Hobson (2)
Vice President
Jennifer N. Miller
Vice President
Marjorie D. Brothers (3)
Assistant Secretary
Alison Chen (1)
Assistant Secretary
William Langston (7)
Assistant Secretary
Angela G. Bates (4)
Anti-Money Laundering and Economic Sanctions Compliance Officer
Joey D. Zhou (3)
Illustration Actuary
Michael F. Mulligan (1)
Head of International Pension Risk Transfer
Ethan D. Bronsnick (7)
Head of U.S. Pension Risk Transfer and Head of Structured
Settlements
Aileen V. Apuy
Manager, State Filings
Connie C. Merer (1)
Assistant Manager, State Filings
Melissa H. Cozart (3)
Privacy Officer
Thomas Bartolomeo
Chief Information Security Officer
(1)
10880 Wilshire Boulevard, Suite 1101, Los Angeles, CA 90024
(2)
21650 Oxnard Street, Suite 750, Woodland Hills, CA 91367
(3)
2919 Allen Parkway, Houston, TX 77019
(4)
1133 Avenue of the Americas, 33rd Floor, New York, NY 10036
(5)
3211 Shannon Road, Durham, NC 27707
(6)
401 Merritt 7, Norwalk, CT 06851
(7)
30 Hudson Street, Jersey City, NJ 07302
Item 32.  Persons Controlled by or Under Common Control with the Depositor or the Registrant
The Registrant is a separate account of American General Life Insurance Company (“Depositor”). The Depositor is an indirect, wholly owned subsidiary of Corebridge Financial, Inc. (“Corebridge”). An organizational chart for Corebridge can be found as Exhibit 21 in Corebridge’s Form 10-K, SEC File No. 001-41504, Accession No. 0001889539-26-000022, filed on February 11, 2026. Exhibit 21 is incorporated herein by reference.
Item 33.  Indemnification
Insofar as indemnification for liability arising under the Securities Act of 1933 (“Act”) may be permitted to directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.
AMERICAN GENERAL LIFE INSURANCE COMPANY
To the full extent authorized by law, the corporation shall indemnify any person made, or threatened to be made, a party to an action or proceeding, whether criminal or civil, by reason of the fact that he, his testator or intestate is or was a director or officer of the corporation or serves or served in any capacity in any other corporation at the request of the corporation. Nothing contained herein shall affect any rights to indemnification to which corporate personnel other than directors and officers may be entitled by contract or otherwise under law.
Item 34.  Principal Underwriters
(a) Other Activity. Registrant’s principal underwriter, Corebridge Capital Services, Inc., also acts as principal underwriter for the following investment companies:
American General Life Insurance Company
Variable Separate Account
Variable Annuity Account Five
Variable Annuity Account Seven
Variable Annuity Account Nine
AG Separate Account D
AGL Separate Account I of AGL
AGL Separate Account VL-R
The United States Life Insurance Company in the City of New York
FS Variable Separate Account
FS Variable Annuity Account Five
USL Separate Account VL-R
USL Separate Account USL A
USL Separate Account RS
The Variable Annuity Life Insurance Company
Variable Annuity Life Insurance Co Separate Account A
VALIC Company I
(b) Management.
The following information is provided for each director and officer of the principal underwriter. 
Name and Principal
Business Address*
Positions and Offices with Underwriter
Corebridge Capital Services, Inc.
Christina Nasta
Director, Chairman of the Board, President and Chief Executive
Officer
John P. Byrne III (1)
Director
Nicholas G. Intrieri
Director
Ryan Tapak
Director
Eric Taylor
Director
Cynthia L. Burnette (1)
Vice President, Chief Financial Officer, Chief Operations
Officer, Treasurer and Controller
Michael Fortey (1)
Chief Compliance Officer
Jeannette N. Pina
Senior Vice President and Corporate Secretary
Mersini G. Keller
Vice President, Tax Officer
Anish Cheeran (1)
Vice President, Tax Officer
Angel Ramos (1)
Vice President, Tax Officer
Katarzyna Halasiewicz(1)
Vice President, Tax Officer
Mallary L. Reznik (2)
Vice President
Marjorie Brothers (1)
Assistant Secretary
Allison Chen (2)
Assistant Secretary
William Langston
Assistant Secretary
* 
Unless otherwise indicated, the principal business address of Corebridge Capital Services, Inc. and of each of the above individuals is 30 Hudson Street, 16th Floor, Jersey City, New Jersey 07302.
(1) Principal business address 2919 Allen Parkway, Houston, TX 77019
(2) Principal business address 21650 Oxnard Street, Suite 750, Woodland Hills, CA 91367-4997
(c) Compensation From the Registrant. Corebridge Capital Services, Inc. retains no compensation or commissions from the Registrant.
Item 35.  Location of Accounts and Records
All records referenced under Section 31(a) of the 1940 Act, and Rules 31a-1 through 31a-3 thereunder, are maintained and in the custody of American General Life Insurance Company at its principal executive office located at 2727-A Allen Parkway, Houston, Texas 77019-2191.
Item 36.  Management Services
Not applicable.
Item 37.  Fee Representation
American General Life Insurance Company hereby represents that the fees and charges deducted under the Policy, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and risks assumed by American General Life Insurance Company.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant, American General Life Insurance Company Separate Account VL-R, certifies that it meets all of the requirements for effectiveness of this registration statement under rule 485(b) under the Securities Act and has duly caused this Registration Statement to be signed on its behalf, by the undersigned, duly authorized, in the City of Jersey City, and the State of New Jersey, on this 22nd day of April, 2026.
AGL Separate Account VL-R
(Registrant) 
BY:
AMERICAN GENERAL LIFE INSURANCE COMPANY
(On behalf of the Registrant and itself)
BY:
/s/ CHRISTOPHER FILIAGGI
CHRISTOPHER FILIAGGI
DIRECTOR, SENIOR VICE PRESIDENT AND CHIEF
FINANCIAL OFFICER
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated. 
Signature
Title
Date
*CHRISTOPHER B. SMITH
CHRISTOPHER B. SMITH
Director, Chairman of the Board, and President
(Principal Executive Officer)
April 22, 2026
 
*CHRISTOPHER V. FILIAGGI
CHRISTOPHER V. FILIAGGI
Director, Senior Vice President, and Chief Financial
Officer
(Principal Financial Officer)
(Principal Accounting Officer)
April 22, 2026
 
*TERRI N. FIEDLER
TERRI N. FIEDLER
Director
April 22, 2026
 
*DAVID DITILLO
DAVID DITILLO
Director
April 22, 2026
 
*LISA M. LONGINO
LISA M. LONGINO
Director
April 22, 2026
 
*JONATHAN J. NOVAK
JONATHAN J. NOVAK
Director
April 22, 2026
 
*BRYAN A. PINSKY
BRYAN A. PINSKY
Director
April 22, 2026
 
*ERIC G. TARNOW
ERIC G. TARNOW
Director
April 22, 2026
 
*EMILY W. GINGRICH
EMILY W. GINGRICH
Director
April 22, 2026
 
*BY:/s/  TRINA SANDOVAL
TRINA SANDOVAL
Attorney-in-Fact
(Pursuant to Powers of
Attorneypreviously filed)
Director
April 22, 2026
EX-99.(H)(13)(A) 2 d43210dex99h13a.htm FORM OF PARTICIPATION AGREEMENT WITH SEASONS SERIES TRUST Form of Participation Agreement with Seasons Series Trust

FUND PARTICIPATION AGREEMENT

THIS AGREEMENT (the “Agreement”), made and entered into January 1, 2026 (the “Effective Date”) by and among American General Life Insurance Company, organized under the laws of the state of Texas (the “Company”), on behalf of itself and each separate account of the Company named in Schedule A to this Agreement, as may be amended from time to time (each account referred to as the “Account” and collectively as the “Accounts”); Seasons Series Trust, an open-end management investment company organized under the laws of the Commonwealth of Massachusetts under a Declaration of Trust dated October 11, 1995, as amended and restated to date (the “Fund”); and SunAmerica Asset Management, LLC, a limited liability company organized under the laws of Delaware and investment adviser to the Fund (the “Adviser”).

WHEREAS, the Fund engages in business as an open-end management investment company; and

WHEREAS, beneficial interests in the Fund are divided into several series of shares, each representing the interest in a particular managed portfolio of securities and other assets (the “Portfolios”) and such shares are issued to separate accounts of insurance companies to fund variable insurance products and certain qualified pension and retirement plans; and

WHEREAS, the Company, as depositor, has established the Accounts to serve as investment vehicles for certain variable annuity contracts and variable life insurance policies offered by the Company set forth on Schedule A (the “Contracts”); and

WHEREAS, the Accounts are duly organized, validly existing segregated asset accounts, established by resolutions of the Board of Directors of the Company under the insurance laws of the state of Texas, to set aside and invest assets attributable to the Contracts; and

WHEREAS, the Company intends to purchase shares of the Portfolios named in Schedule B, as such schedule may be amended from time to time (the “Designated Portfolios”) on behalf of the Accounts to fund the Contracts; and

WHEREAS, an order of the Securities and Exchange Commission (the “Commission” or “SEC”) dated November 5, 2014, (File No. 812-14226) grants certain separate accounts supporting variable life insurance policies, their life insurance company depositors, and their principal underwriters, exemptions from Sections 9(a), 13(a), 15(a) and 15(b) of the Investment Company Act of 1940 (the “1940 Act”), and from Rules 6e-2(b)(15) and 6e-3(T)(b)(15) thereunder, to the extent necessary for such separate accounts to purchase and hold Fund shares at the same time that such shares are sold to or held by separate accounts of affiliated and unaffiliated insurance companies supporting either variable annuity contracts or variable life insurance policies, or both, the investment adviser or sub-advisers to a Fund, any general account of an insurance company depositor of such separate accounts (representing seed money investments in the Fund), and/or by qualified pension and retirement plans (the “SEC Order”); and

WHEREAS, the Fund’s principal underwriter (“Distributor”) is a broker-dealer registered as such under the Securities Exchange Act of 1934 (“1934 Act”) and a member of the Financial Industry Regulatory Authority (“FINRA”).

NOW, THEREFORE, in consideration of their mutual promises, the Company, the Fund and the Adviser hereby agree as follows:

ARTICLE I: SALE OF FUND SHARES

1.1 The Fund agrees to sell to the Company those shares of the Designated Portfolios which each Account orders (based on orders placed by Contract owners on that Business Day, as defined below), executing such orders on a daily basis at the net asset value (and with no sales charges) next computed after receipt by the Fund or its designee of the order for the shares of the Fund. For purposes of this Section 1.1, the Company will be the designee of the Fund for receipt of such orders from each Account and receipt by such designee will constitute receipt by the Fund; provided that the Fund receives notice of such order by 11:00 a.m. Eastern Time on the next following Business Day or such later time as permitted by Section 1.8 hereof. “Business Day” will mean any day on which the New York Stock Exchange is open for trading and on which the Fund calculates its net asset value pursuant to the rules of the Securities and Exchange Commission.

1.2 The Fund agrees to redeem for cash, upon the Company’s request, any full or fractional shares of the Fund held by the Company (based on orders placed by Contract owners on that Business Day), executing such requests on a daily basis at the net asset value next computed after receipt and acceptance by the Fund or its agent of the request for redemption. For purposes of this Section 1.2, the Company will be the designee of the Fund for receipt of requests for redemption from each Account and receipt by such designee will constitute receipt by the Fund; provided the Fund receives notice of such requests for redemption by 11:00 a.m. Eastern Time on the next following Business Day or such later time as permitted by Section 1.8 hereof. After consulting with the Company, the Fund reserves the right to delay payment of redemption proceeds, but in no event may any such delay by the Fund in paying redemption proceeds cause Company or any Account to fail to meet its obligations under Section 22(e) of the 1940 Act.

1.3(a) Fund/SERV Transactions. If the parties choose to use the National Securities Clearing Corporation’s Mutual Fund Settlement, Entry and Registration Verification (“Fund/SERV”) or any other NSCC service, the following provisions shall apply:

The Company and the Fund or their respective designees will each be bound by the rules of the National Securities Clearing Corporation (“NSCC”) and the terms of any NSCC agreement filed by it or their respective designees with the NSCC. Without limiting the generality of the following provisions of this section, the Company and the Fund or its designee will each perform any and all duties, functions, procedures and responsibilities assigned to it and as otherwise established by the NSCC applicable to Fund/SERV, the Mutual Fund Profile Service, the Networking Matrix Level utilized and any other relevant NSCC service or system (collectively, the “NSCC Systems”).

Any information transmitted through the NSCC Systems by any party or its designee to the other or its designee and pursuant to this Agreement will be accurate, complete, and in the format prescribed by the NSCC. Each party or its designee will adopt, implement and maintain procedures reasonably designed to ensure the accuracy of all transmissions through the NSCC Systems and to limit the access to, and the inputting of data into, the NSCC Systems to persons specifically authorized by such party.

On each Business Day, the Company shall aggregate and calculate the net purchase and redemption orders for each Account received by the Company in good form on each Business Day. The Company shall communicate to the Fund or its designee for that Business Day, by the NSCC, the net aggregate purchase or redemption orders (if any) for each Account received by the Closing Time on such Business Day in accordance with Section 1.1 (for net purchases) or Section 1.2 (for net redemptions), as applicable. All orders received by the Company after the Closing Time on a Business Day shall not be transmitted to the NSCC prior to the following Business Day. The

 

2

Company will wire payment for net purchase orders in immediately available funds, to an NSCC settling bank account designated by the Fund, in accordance with NSCC rules and procedures on the Business Day following the Business Day on which such purchase orders are communicated in proper form to the NSCC. The Fund will wire payment for net redemption orders in immediately available funds, to an NSCC settling bank account designated by the Company, in accordance with NSCC rules and procedures no later than on the Business Day following the Business Day on which such purchase orders are communicated in proper form to the NSCC.

(b) Manual Transactions. If the parties choose not to use Fund/SERV, if there are technical problems with Fund/SERV, or if the parties are not able to transmit or receive information through Fund/SERV, the following provisions shall apply:

On each Business Day, the Company shall aggregate and calculate the net purchase and redemption orders for each Account received by the Company in good form on such Business Day. The Company will place separate orders to purchase or redeem shares of each Designated Portfolio. Each order shall describe the net amount of shares and dollar amount of each Designated Portfolio to be purchased or redeemed. In the event of net purchases, the Company shall pay for net purchase orders by wiring federal funds to Fund or its designated custodial account (by 2:00 pm EST) on the next Business Day after an order to purchase Designated Portfolio shares is made in accordance with the provisions of Section 1.1 hereof (or such later time as permitted by Section 1.8 hereof). Upon receipt by the Fund of the payment, such funds shall cease to be the responsibility of the Company and shall become the responsibility of the Fund. In the event of net redemptions, the Fund shall pay the net redemption proceeds by wiring federal funds to the Company or its designated custodial account (by 2:00 pm EST) on the next Business Day after an order to redeem a Designated Portfolio’s shares is made in accordance with the provision of Section 1.2 hereof. Upon receipt by the Company of the payment, such funds shall cease to be the responsibility of the Fund and shall become the responsibility of the Company.

1.4 The Fund agrees to make shares of the Designated Portfolios available continuously for purchase at the applicable net asset value per share by the Company on behalf of the Accounts on those days on which the Fund calculates its Designated Portfolio net asset value pursuant to rules of the Commission and the Fund shall calculate such net asset value on each day which the NYSE is open for regular trading; provided, however, that the Board of Directors of the Fund (the “Fund Board”) may refuse to sell shares of any Portfolio to any person, or suspend or terminate the offering of shares of any Portfolio if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Fund Board, acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the shareholders of such Portfolio.

1.5 The Company agrees to purchase and redeem the shares of the Designated Portfolios offered by the then current prospectus and statement of additional information of the Fund in accordance with the provisions of such prospectus and statement of additional information to the extent not inconsistent with the terms and conditions of this Agreement.

1.6 Issuance and transfer of the Fund’s shares will be by book entry only. Stock certificates will not be issued to the Company or to any Account. Purchase and redemption orders for Fund shares will be recorded in an appropriate title for each Account or the appropriate sub-account of each Account.

1.7 The Fund will furnish same day notice to the Company of the declaration of any income, dividends or capital gain distributions payable on each Designated Portfolio’s shares. The Company hereby elects to receive all such dividends and distributions as are payable on the Portfolio shares in the form of additional

 

3

shares of that Portfolio at the ex-dividend date net asset values. The Company reserves the right to revoke this election and to receive all such dividends and distributions in cash. The Fund will notify the Company of the number of shares so issued as payment of such income, dividends and distributions.

1.8 The Fund will make the net asset value per share for each Designated Portfolio available to the Company via electronic means on each Business Day as soon as reasonably practical after the net asset value per share is calculated and will use its best efforts to make such net asset value per share available by 7:00 p.m., Eastern Time, each Business Day. In the event that the Fund is unable to meet the 7:00 p.m. time stated herein, it shall provide additional time for the Company to place orders for the purchase and redemption of Fund shares and wire net payments for the purchase of Fund shares. Such additional time shall be equal to the additional time which the Fund takes to make the net asset value available to the Company. If the Fund provides the Company materially incorrect net asset value per share information (as determined under SEC guidelines), the Fund shall make an adjustment to the number of shares purchased or redeemed for the Accounts to reflect the correct net asset value per share, and the Adviser shall bear the cost of correcting such errors and shall reimburse the Company for any expenses incurred related to correction of the net asset value (including correcting Contract owner accounts). Any material error in the calculation or reporting of net asset value per share, dividend or capital gain information shall be reported to the Company upon discovery by the Fund. Upon timely notification of any overpayment by the Fund to a Contract owner due to a materially incorrect net asset value calculation (as determined by SEC guidelines), the Company shall reasonably cooperate with the Fund and Adviser to remit back to the Fund any such overpayment that has not been paid or credited to the Contract owner, subject to the Adviser’s obligation to reimburse the Company for any reasonable costs and expenses associated with such correction.

ARTICLE II: REPRESENTATIONS AND WARRANTIES

2.1 The Company represents and warrants that interests under the Contracts are or will be registered under the Securities Act of 1933 (the “1933 Act”), or are exempt from registration thereunder, and that the Contracts will be issued and sold and distributed in compliance with all applicable federal and state laws. The Company further represents and warrants that it is an insurance company duly organized and in good standing under applicable law and that it has legally and validly established each Account as a separate account under applicable law and that each Account is or will be registered as a unit investment trust in accordance with the provisions of the 1940 Act to serve as a segregated investment account for the Contracts, or is exempt from registration thereunder, and that it will maintain such registration for so long as any Contracts are outstanding, as applicable. The Company will amend the registration statement under the 1933 Act for the Contracts and the registration statement under the 1940 Act for the Account from time to time as required in order to effect the continuous offering of the Contracts or as may otherwise be required by applicable law. The Company will register and qualify the Contracts for sale in accordance with the securities laws of the various states only if and to the extent deemed necessary by the Company.

2.2 Subject to compliance by each Designated Portfolio with the requirements of Subchapter M and Section 817(h) of the Internal Revenue Code of 1986, as amended (“Code”), the regulations thereunder, or any successor provision, the Company represents and warrants that the Contracts are currently and at the time of issuance will be treated as life insurance, or annuity contracts under applicable provisions of the Code, that it will maintain such treatment and that it will notify the Fund immediately upon having a reasonable basis for believing that the Contracts have ceased to be so treated or that they might not be so treated in the future.

2.3 The Company is, and shall carry out its activities under this Agreement, in compliance with all applicable anti-money laundering laws, rules and regulations including, but not limited to, the U.S.A. PATRIOT Act of 2001, P.L. 107-56. The Company further represents that it has policies and procedures in place reasonably designed to detect money laundering and terrorist financing, including the reporting of

 

4

suspicious activity.

2.4 The Fund and Adviser each represents and warrants that shares of the Designated Portfolio(s) sold pursuant to this Agreement will be registered under the 1933 Act and duly authorized for issuance in accordance with applicable law and that the Fund is and will remain registered as an open-end management investment company under the 1940 Act for as long as such shares of the Designated Portfolio(s) are sold. The Fund will amend the registration statement for its shares under the 1933 Act and the 1940 Act from time to time as required in order to effect the continuous offering of its shares. The Fund will register and qualify the shares of the Designated Portfolio(s) for sale in accordance with the laws of the various states only if and to the extent deemed advisable by the Fund.

2.5 The Fund currently intends for one or more classes of shares of the Portfolios (each, a “Class”) to make payments pursuant to a plan (“Plan”) adopted pursuant to Rule 12b-1 under the 1940 Act, although it may determine to discontinue such practice in the future. To the extent that any Class of the Fund finances its distribution expenses pursuant to a Plan adopted under Rule 12b-1, the Fund undertakes to comply, in all material respects, with any then current SEC interpretations concerning Rule 12b-1 or any successor provisions.

2.6 The Fund and Adviser represent and warrant that the Fund is lawfully organized and validly existing under the laws of the State of Massachusetts and that the Fund does and will comply in all material respects with applicable provisions of the 1940 Act and any applicable regulations thereunder. The Fund and Adviser represent and warrant that the Fund’s operations, and that of each Designated Portfolio, does and will comply with applicable federal and state law.

2.7 The Fund and Adviser represent and warrant that all of the Fund’s directors, officers, employees, investment advisers, and other individuals/entities having access to the funds and/or securities of the Fund are and continue to be at all times covered by a blanket fidelity bond or similar coverage for the benefit of the Fund in an amount not less than the minimal coverage as required currently by Rule 17g-(1) of the 1940 Act or related provisions as may be promulgated from time to time. The aforesaid bond includes coverage for larceny and embezzlement and is issued by a reputable bonding company.

2.8 The Fund is, and shall carry out its activities under this Agreement, in compliance with all applicable anti-money laundering laws, rules and regulations including, but not limited to, the U.S.A. PATRIOT Act of 2001, P.L. 107-56. The Fund further represents that it has policies and procedures in place reasonably designed to detect money laundering and terrorist financing, including the reporting of suspicious activity.

2.9 The Adviser represents and warrants that it is lawfully organized and validly existing under the laws of its state of organization; it is duly registered as an investment adviser under the Investment Advisers Act of 1940, as amended, and will remain duly registered under all applicable federal and state securities laws; and that it will perform its obligations for the Fund in accordance in all material respects with the laws of the State of Delaware and any applicable state and federal securities laws.

2.10 The Fund represents and warrants that the Distributor is lawfully organized and validly existing under the laws of its state of organization; it is registered as a broker-dealer under the Securities Exchange Act of 1934, as amended (the “1934 Act”) and will remain duly registered under all applicable federal and state securities laws, and is a member in good standing of the Financial Industry Regulatory Authority (“FINRA”) and serves as principal underwriter of the Fund and that it will perform its obligations for the Fund in accordance in all material respects with the laws of the State of Delaware and any applicable state and federal securities laws.

 

5

ARTICLE III: FUND COMPLIANCE

3.1 The Fund and Adviser represent and warrant that each Designated Portfolio is currently qualified as a Regulated Investment Company under Subchapter M of the Code, and that they will maintain such qualification (under Subchapter M or any successor or similar provision), and that they will notify the Company immediately upon having a reasonable basis for believing that it has ceased to so qualify or that it might not so qualify in the future.

3.2 The Fund and the Adviser acknowledge that the Fund has obtained the SEC Order granting exemptions from various provisions of the 1940 Act and the rules thereunder to separate accounts supporting variable life insurance policies to the extent necessary to permit them to hold Fund shares when Fund shares also are sold to and held by variable annuity and variable life insurance separate accounts of both affiliated and unaffiliated insurance companies supporting either variable annuity contracts or variable life insurance policies, or both, investment adviser or sub-advisers, or by qualified pension and retirement plans.

3.3 The Fund and Adviser acknowledge that currently or in the future, the Fund’s shares may become available for investment by separate accounts for other insurance companies, which may or may not be affiliated persons (as that term is defined in the 1940 Act) of the Company (collectively with the Company, “Participating Insurers”). In such event, (a) the Fund shall undertake that its Board of Trustees (“Board”) will monitor the Fund for existence of material irreconcilable conflicts that may arise between the contract owners of Participating Insurers, for the purpose of identify and remedying any such conflict and (b) Sections 3.4, 3.5, and 3.6 shall apply. In discharging its responsibilities under Sections 3.4, 3.5, and 3.6 hereinafter, the Company will cooperate and coordinate, to the extent necessary, with the Board and with other Participating Insurers. The Fund agrees that it will require, as a condition to participation, that all Participating Insurers shall have obligations and responsibilities regarding conflicts of interest corresponding to those that are agreed to herein by the Company pursuant to Sections 3.4, 3.5, 3.6 and this Section 3.3.

3.4 Upon request by the Fund’s Board, the Company will report any potential or existing conflicts of which it is or becomes aware between any of its Contract owners or between any of its Contract owners and contract owners of other Participating Insurers. The Company will be responsible for assisting the Fund’s Board in carrying out its responsibilities to identify material conflicts by providing the Board with all information available to it that is reasonably necessary for the Board to consider any issues raised, including information as to a decision by the Company to disregard voting instructions of its Contract owners.

3.5 The Board’s determination of the existence of an irreconcilable material conflict and its implications shall be made known promptly by it to the Company and other Participating Insurers. An irreconcilable material conflict may arise of a variety of reasons, including: (a) an action by any state insurance regulatory authority; (b) a change in applicable federal or state insurance tax, or securities laws or regulations, or a public ruling, private letter ruling, or any similar action by insurance, tax, or securities regulatory authorities; (c) an administrative or judicial decision in any relevant proceeding; (d) the manner in which the investments of any Portfolio are being managed; (e) a difference in voting instructions given by variable annuity contract owners and variable life insurance contract owners or by contract owners of different Participating Insurers; or (f) a decision by a Participating Insurer to disregard the voting instructions of variable contract owners.

3.6 If it is determined by a majority of the Board or a majority of its disinterested Trustees that a material irreconcilable conflict exists that affects the interests of the Company Contract owners, the Company shall, in cooperation with other Participating Insurers whose contract owners’ interests are also affected by the conflict, take whatever steps are necessary to remedy or eliminate the irreconcilable material-conflict, which

 

6

steps could include: (a) withdrawing the assets allocable to the separate accounts named in Schedule A from the Fund or any portfolio and reinvesting such assets in a different investment medium, including another Portfolio of the Fund, or submitting the question of whether such segregation should be implemented to a vote of all affected Contract owners and, as appropriate, segregating the assets of any particular group (e.g., annuity contract owners or life insurance contract owners) that votes in favor of such segregation, or offering to the affected contract owners of the option of making such a change; and (b) establishing a new registered management investment company or managed separate account. The Company shall take such steps at its expense if the conflict affects solely the interests of the owners of the Company Contracts, but shall bear only its equitable portion of any such expense if the conflict also affects the interest of the contract owners of one or more Participating Insurers other than the Company, provided, that this sentence shall not be construed to require the Fund to bear any portion of such expense. If a material irreconcilable conflict arises because of the Company’s decision to disregard Contract owner voting instructions and that decision represents a minority position or would preclude a majority vote, the Company may be required, at Fund’s election, to withdraw the separate accounts named in Schedule A invested in the Fund, and no charge or penalty will be imposed against the separate accounts named in Schedule A as a result of such a withdrawal. The Company agrees to take such remedial action as may be required under this Section 3.6 with a view only to the interests of its Contract owners. For purposes of this Section 3.6, a majority of the disinterested members of the Board shall determine whether or not any proposed action adequately remedies any irreconcilable conflict, but in no event will Fund be required to establish a new funding medium for any variable contracts. The Company shall not be required by this Section 3.6 to establish a new funding medium for any variable contract if an offer to do so has been declined by vote of a majority of affected contract owners.

3.7 The Trust and Adviser represent and warrant that each Designated Portfolio is currently, or, if newly organized, will be, qualified as a regulated investment company under Subchapter M of the Code, and that each Designated Portfolio will maintain such qualification (under Subchapter M or any successor or similar provision) and that no other Participating Insurance Companies will purchase shares in any Designated Portfolio for any purpose or under any circumstances that would preclude the Company from “looking through” to the investments of each Designated Portfolio in which it invests, pursuant to the “look through” rules found in Treasury Regulation Section 1.817-5. The Trust, its designee, or the Adviser will notify the Company immediately upon having a reasonable basis for believing that any Designated Portfolio has ceased to so qualify, or that any might not so qualify in the future, within the grace periods afforded by the Code or regulations (and any revenue rulings, revenue procedures, notices, and other published announcements of the Internal Revenue Service interpreting the Code or the regulations).

The Trust and Adviser represent and warrant that for each quarter each Designated Portfolio does and will at all times invest money from the Contracts in such a manner as to ensure that the Contracts will be treated as variable contracts under the Code and the regulations issued thereunder; including, but not limited to, that the Trust will at all times comply with the diversification requirements of Section 817(h) of the Code and any regulations thereunder applicable to variable contracts as defined in Section 817(d) of the Code and any amendments or other modifications or successor provisions to such Sections or regulations (and any revenue rulings, revenue procedures, notices, and other published announcements of the Internal Revenue Service interpreting those Sections or regulations), as if those requirements applied directly to each such Portfolio. The Trust will notify the Company immediately upon having a reasonable basis for believing that the Trust or a Portfolio thereunder has ceased to comply with the diversification requirements or that the Trust or Portfolio might not comply with the diversification requirements in the future. In the event of a breach of this representation and warranty the Trust will take all reasonable steps to adequately diversify the Trust so as to achieve compliance within the grace period afforded by Treasury Regulation Section 1.817-5.

3.8 The Fund and Adviser represent and warrant that the Fund is and shall maintain compliance with Rule

 

7

38a-1 under the 1940 Act and Adviser represents and warrants that the Adviser is and shall maintain compliance with Rule 206(4)-7 under the Advisers Act.

ARTICLE IV: PROSPECTUS AND PROXY STATEMENTS/VOTING

4.1 At least annually (or in the case of a prospectus supplement, when that supplement is issued), the Fund will timely provide the Company with as many copies of the current Fund prospectus and statement of additional information (describing only the Designated Portfolio(s)) and any supplements thereto as the Company may reasonably request for distribution, at the Fund’s expense, to Contract owners at the time of Contract fulfillment and confirmation. To the extent that the Designated Portfolio(s) are one or more of several Portfolios of the Fund, the Fund shall bear the cost of providing the Company only with disclosure related to the Designated Portfolio(s).

4.2 The Fund on behalf of one or more Designated Portfolios will provide the Company upon its request with copies of summary prospectuses and supplements thereto in the same manner and at the same time that the Fund provides the Company with statutory prospectuses. The Fund represents and warrants that the summary prospectuses and any supplements provided thereto will comply with the requirements of Rule 498 applicable to its Designated Portfolios.

4.3 The Company represents and warrants that its use of the summary prospectuses and supplements, its website and the manner and procedures related to its hosting of the summary prospectuses and supplements on its website will at all times comply with the requirements of Rule 498. The Fund, at its sole cost and expense, shall provide the Company with summary prospectuses containing the appropriate hyperlinks required by Rule 498 and such other documentation that may be required by Rule 498.

4.4 The Fund may require the Company to terminate the use of the summary prospectuses by providing the Company with at least one hundred and thirty-five (135) days’ prior written notice. The Fund agrees that the Company is not required to distribute the summary prospectuses to its Contract owners and that any use will be in the discretion of the Company. The Company shall provide the Fund with at least thirty (30) days’ prior written notice of its intended use of the summary prospectuses and at least sixty (60) days’ prior written notice of its intent to terminate use of the summary prospectuses.

4.5 The Fund shall be responsible for preparing, hosting on its website, and providing to the Company upon request, the materials required by Rule 30e-1 (“Rule 30e-1”) under the 1940 Act and Item 27A(i) of Form N-1A (collectively, the “Required Materials”) which may include, among other things:

 

  (a)

Current Annual and Semi-Annual Reports to Shareholders (i.e., Tailored Shareholder Reports);

 

  (b)

Current Annual and Semi-Annual Financial Statements; and

 

  (c)

Portfolio Holdings for Most Recent First and Third Fiscal Quarters.

4.6 The Fund shall host and maintain the website specified in paragraph (b)(2)(i) of Rule 30e-1, so that the relevant Required Materials are publicly accessible, free of charge, at that website, in accordance with the conditions set forth in that paragraph.

4.7 The Fund shall be responsible for the content and substance of the Required Materials as provided to the Company, including, but not limited to, the accuracy and completeness of the Required Materials. Without limiting the generality of the foregoing in any manner, the Fund shall be responsible for ensuring that the Required Materials as provided to the Company:

 

8

  (a)

Meet the applicable standards of the 1933 Act, the 1934 Act, the 1940 Act, and all rules and regulations under those Acts; and

 

  (b)

Do not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances under which they are made, not misleading.

4.8 The Fund, or its designee, shall, at its expense, as the Company may reasonably request from time to time, provide the Company with sufficient paper copies of the then current Required Materials, so that the Company may maintain a supply of such current paper documents sufficient in its reasonable judgment to meet anticipated requests from Contract owners pursuant to Rule 30e-1. Such Company requests shall be fulfilled reasonably promptly, but in no event more than seven (7) business days after the request from the Company is received by the Fund.

4.9 Alternatively, if requested by the Company in lieu thereof, the Fund or its designee shall provide such electronic or other documentation (including “camera ready” copies of the current Required Materials as set in type), and such other assistance as is reasonably necessary to have the then current Required Materials printed for distribution (pursuant to requests from Contract owners; see paragraph (b)(3) of Rule 30e-1, as applicable); the reasonable costs of providing the electronic documentation and of such printing to be borne by the Fund.

4.10 The Fund shall be responsible for preparing and providing the following “Fund Documents,” as specified in paragraph (j)(1)(iii) of Rule 498A:

 

  (a)

Summary Prospectus for the Designated Portfolios;

 

  (b)

Statutory Prospectus for the Designated Portfolios;

 

  (c)

Statement of Additional Information (“SAI”) for the Designated Portfolios; and

 

  (d)

Most Recent Annual and Semi-Annual Reports to Shareholders (under Rule 30e-1 under the 1940 Act) for the Designated Portfolios.

4.11 The Fund shall provide the Fund Documents specified in Sections 4.10(a), (b), and (c) above to the Company (or its designee) on a timely basis (to facilitate the required website posting) and provide updated versions as necessary, to facilitate a continuous offering of the Fund’s securities and the Contracts. The Fund shall provide the Shareholder Reports specified in Section 4.10(d) above within 60 days after the close of each of the Fund’s reporting periods (in accordance with Rule 30e-1 under the 1940 Act).

4.12 The Fund shall provide the Fund Documents to the Company (or its designee) in an electronic format that is suitable for website posting, and in a format, or formats, that:

 

  (a)

are both human-readable and capable of being printed on paper in human-readable format (in accordance with paragraph (h)(2)(i) of Rule 498A);

 

  (b)

permit persons accessing the Statutory Prospectus and SAI to move directly back and forth between each section heading in a table of contents of such document and the section of the document referenced in that section heading (that is, these documents must include linking, in accordance with paragraph (h)(2)(ii) of Rule 498A); and

 

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  (c)

permit persons accessing the Fund Documents to permanently retain, free of charge, an electronic version of such materials that meet the requirements of subsections (a) and (b) above (in accordance with paragraph (h)(3) of Rule 498A).

4.13 The Company shall host and maintain the website specified in paragraph (j)(1)(iii) of Rule 498A, so that the Fund Documents are publicly accessible, free of charge, at that website, in accordance with the conditions set forth in that paragraph, provided that the Fund fulfills its obligations under this Agreement. The Fund shall pay the Company a reasonable fee as compensation for the Company hosting the website specified in (j)(1)(iii) of Rule 498A. As of the Effective Date, the Fund and/or the Advisor shall pay the Company quarterly 50% of the Company’s hosting fees paid under the Company’s website hosting service provider agreement to host the website specified in paragraph (j)(1)(iii) of Rule 498A.

Within six (6) months from the Effective Date, the Company and the Adviser shall collaborate in good faith to determine whether an alternative solution to the website specified in paragraph (j)(1)(iii) of Rule 498A is feasible. If the parties mutually agree that an alternative solution is feasible and cost effective, they shall: (i) equally share the costs of implementation; (ii) equally share any cost savings resulting from such implementation; and (iii) negotiate in good faith appropriate terms regarding the Company’s customer experience standards and indemnification requirements.

4.14 The Company shall ensure that an Initial Summary Prospectus is used for each currently offered Contract described under the related registration statement, in accordance with paragraph (j)(1)(i) of Rule 498A. The Fund shall ensure that a summary prospectus is used for the Designated Portfolios, in accordance with paragraph (j)(1)(ii) of Rule 498A.

4.15 The Fund shall be responsible for the content and substance of the Fund Documents as provided to the Company, including, but not limited to, the accuracy and completeness of the Fund Documents. Without limiting the generality of the foregoing in any manner, the Fund shall be responsible for ensuring that the Fund Documents as provided to the Company:

 

  (a)

Meet the applicable standards of the 1933 Act, the 1934 Act, the 1940 Act, and all rules and regulations under those Acts; and

 

  (b)

Do not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances under which they are made, not misleading.

4.16 The Fund shall, at its expense, as the Company may reasonably request from time to time, provide the Company with sufficient paper copies of the then current Fund Documents, so that the Company may maintain a supply of such current paper documents sufficient in its reasonable judgment to meet anticipated requests from existing Contract owners (see paragraphs (i)(1) and (j)(3) of Rule 498A). Such Company requests shall be fulfilled reasonably promptly, but in no event more than three (3) business days after the request from the Company is received by the Fund.

 

  (a)

Alternatively, if requested by the Company in lieu thereof, the Fund or its designee shall provide such electronic or other documentation (including “camera ready” copies of the current Fund Documents as set in type), and such other assistance as is reasonably necessary to have the then current Fund Documents printed for distribution; the reasonable costs of providing the electronic documentation and of such printing and mailing to be borne by the Fund with respect to existing Contract owners only.

 

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  (b)

The Fund shall reimburse the Company for the reasonable costs of printing and mailing the Fund Documents to existing Contract owners.

The Company shall bear any costs associated with the printing and mailing of Fund Documents to prospective Contract owners.

4.17 The Fund shall provide such data regarding each Designated Portfolio’s expense ratios and investment performance as the Company shall reasonably request, to facilitate the registration and sale of the Contracts. Without limiting the generality of the foregoing, the Fund shall provide the following Fund expense and performance data on a timely basis to facilitate the Company’s preparation of its annually updated registration statements for the Contracts (and as otherwise reasonably requested by the Company), but in no event later than eighty (80) calendar days after the close of each Designated Portfolio’s fiscal year:

 

  (a)

the gross “Annual Fund Company Expenses” for each Designated Portfolio calculated in accordance with Item 3 of Form N-1A, before any expense reimbursements or fee waiver arrangements; and

 

  (b)

the net “Annual Fund Company Expenses” (aka “Total Annual Fund Operating Expenses”) for each Designated Portfolio calculated in accordance with Item 3 of Form N-1A, that include any expense reimbursements or fee waiver arrangements, and the period for which the expense reimbursements or fee waiver arrangement is expected to continue and whether it can be terminated by the Fund; and

 

  (c)

the “Average Annual Total Returns” for each Designated Portfolio (before taxes) as calculated pursuant to Item 4(b)(2)(iii) of Form N-1A (for the 1, 5, and 10-year periods).

4.18 The Fund, at its expense, will provide the Company or its mailing agent with copies of its proxy material, if any, reports to shareholders/Contract owners and other permissible communications to shareholders/Contract owners in such quantity as the Company will reasonably require. The Company will distribute this proxy material, reports and other communications to existing Contract owners, and will bill the Fund for the reasonable cost of such distribution.

4.19 If and to the extent required by law, the Company will:

(a) solicit voting instructions from Contract owners;

(b) vote the shares of the Designated Portfolios held in the Account in accordance with instructions received from Contract owners; and

(c) vote shares of the Designated Portfolios held in the Account for which no timely instructions have been received, in the same proportion as shares of such Designated Portfolio for which instructions have been received from the Company’s Contract owners,

so long as and to the extent that the Commission continues to interpret the 1940 Act to require pass-through voting privileges for variable contract owners. The Company reserves the right to vote Fund shares held in any segregated asset account in its own right, to the extent permitted by law. The Company will be responsible for assuring that the Accounts participating in the Fund calculates voting privileges in a manner consistent with all legal requirements.

 

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4.20 The Fund will comply with all provisions of the 1940 Act requiring voting by shareholders, and in particular, the Fund either will provide for annual meetings (except insofar as the Commission may interpret Section 16 of the 1940 Act not to require such meetings) or, as the Fund currently intends, to comply with Section 16(c) of the 1940 Act (although the Fund is not one of the trusts described in Section 16(c) of the 1940 Act) as well as with Sections 16(a) and, if and when applicable, 16(b). Further, the Fund will act in accordance with the Commission’s interpretation of the requirements of Section 16(a) with respect to periodic elections of directors and with whatever rules the Commission may promulgate with respect thereto.

ARTICLE V: SALES MATERIAL AND INFORMATION

5.1 The Company will furnish, or will cause to be furnished, to the Fund or the Adviser, each piece of sales literature or other promotional material in which the Fund or the Adviser is named, at least ten (10) Business Days prior to its use. No such material will be used if the Fund or the Adviser reasonably objects to such use within five (5) Business Days after receipt of such material.

5.2 The Company will not give any information or make any representations or statements on behalf of the Fund, Adviser, or Distributor, or concerning the Fund, Adviser, or Distributor, in connection with the sale of the Contracts other than the information or representations contained in the registration statement, prospectus or SAI for Fund shares, as such registration statement, prospectus and SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in published reports for the Fund which are in the public domain or approved by the Fund or the Adviser or their designees for distribution, or in sales literature or other material provided by the Fund or by the Adviser, except with permission of the Fund or the Adviser or their designees. The Fund and the Adviser agree to respond to any request for approval on a prompt and timely basis.

5.3 The Fund or the Adviser will furnish, or will cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material in which the Company or its separate account is named, at least ten (10) Business Days prior to its use. No such material will be used if the Company or its designee reasonably objects to such use within five (5) Business Days after receipt of such material.

5.4 The Fund and the Adviser will not give any information or make any representations or statements on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement, prospectus or SAI for the Contracts, as such registration statement, prospectus and SAI may be amended or supplemented from time to time, or in published reports for each Account or the Contracts which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other material provided by the Company, except with written permission of the Company. The Company agrees to respond to any request for approval on a prompt and timely basis.

5.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund or its shares, within a reasonable time after filing of each such document with the Commission or FINRA.

5.6 The Company will provide to the Fund at least one complete copy of all definitive prospectuses, definitive SAI, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the Contracts or each Account, within a reasonable time after filing of each such document with the

 

12

Commission or FINRA (except that with respect to post-effective amendments to such prospectuses and SAIs and sales literature and promotional material, only those prospectuses and SAIs and sales literature and promotional material that relate to or refer to the Fund will be provided.) In addition, the Company will provide to the Fund at least one complete copy of (i) a registration statement that relates to the Contracts or each Account, containing representative and relevant disclosure concerning the Fund; and (ii) any post-effective amendments to any registration statements relating to the Contracts or such Account that refer to or relate to the Fund.

5.7 The Fund and Adviser will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Fund’s registration statement, particularly any material change resulting in a material change to the registration statement or prospectus or statement of additional information for any Account. The Fund and Adviser will cooperate with the Company so as to enable the Company to solicit proxies from Contract owners or to make changes to its prospectus, statement of additional information or registration statement, in an orderly manner. The Fund and Adviser will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.

5.8 For purposes of this Article V, the phrase “sales literature or other promotional material” includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, (i.e., on-line networks such as the Internet or other electronic messages)), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, registration statements, prospectuses, SAIs, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under FINRA rules, the 1933 Act or the 1940 Act.

5.9 The Fund, the Adviser and the Company agree to adopt and implement procedures reasonably designed to ensure that information concerning the Company, the Fund, the Adviser or the Distributor, respectively, and their respective affiliated companies, that is intended for use only by brokers or agents selling the Contracts is properly marked as “Not For Use With The Public” and that such information is only so used.

ARTICLES VI: FEES, COSTS AND EXPENSES

6.1 The Fund will pay no fee or other compensation to the Company under this Agreement, except as provided below: (a) if the Fund or any Designated Portfolio adopts and implements a plan pursuant to Rule 12b-1 under the 1940 Act to finance distribution and shareholder servicing expenses, then, subject to obtaining any required exemptive orders or other regulatory approvals, the Fund may make payments to the Company or to the underwriter for the Contracts if and in such amounts agreed to by the Fund in writing; (b) the Fund may pay fees to the Company for administrative services provided to Contract owners that are not primarily intended to result in the sale of shares of the Designated Portfolio or of underlying Contracts as separately agreed to in writing.

6.2 The Fund shall bear its expenses relating to the Fund’s performance of its obligations under this Agreement to the extent permitted by law, except as expressly provided otherwise herein. The Company shall bear its expenses relating to the performance of the Company’s obligations under this Agreement to the extent permitted by law, except as expressly provided otherwise herein. All shares of the Designated Portfolios will be duly authorized for issuance and registered in accordance with applicable federal law and, to the extent deemed advisable by the Fund, in accordance with applicable state law, prior to sale.

 

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ARTICLE VII: RULE 22c-2 AGREEMENT

7.1 Definitions. As used in this section of the Agreement relating to Rule 22c-2 under the 1940 Act (the “Rule”), the following terms shall have the following meanings, unless a different meaning is clearly required by the contexts:

 

  (a)

The term “Fund” does not include any “excepted funds” as defined in the Rule, which includes any: (i) money market fund; (ii) fund that issues securities that are listed on a national exchange; or (iii) fund that affirmatively permits short-term trading of its securities, if its prospectus clearly and prominently discloses that the fund permits short-term trading of its securities and that such trading may result in additional costs for the fund. The term “Fund” shall also include the Fund’s designee (i.e., principal underwriter or transfer agent).

 

  (b)

The term “Fund Policies” means policies established by the Fund for the purpose of eliminating or reducing any dilution of the value of the outstanding shares issued by the Designated Portfolio resulting from short-term trading, as described in the applicable Designated Portfolio’s current prospectus.

 

  (c)

The term “Shares” means the interests of Shareholders corresponding to the redeemable securities of record issued by a Designated Portfolio under the 1940 Act that are held through Accounts established by the Company.

 

  (d)

The term “Shareholders” shall mean those contract or policy owners of the Company that hold an interest in a Designated Portfolio, directly or indirectly through Contracts issued by the Company on behalf of the Accounts.

 

  (e)

The term “Shareholder-Initiated Transfer Purchase” means a transaction that is initiated or directed by a Shareholder that results in a transfer of assets within a Contract to a Designated Portfolio, but does not include the following: (i) transactions that are executed automatically pursuant to a contractual or systematic program or enrollment such as transfer of assets within a Contract to a Designated Portfolio as a result of “dollar cost averaging” programs, asset allocation programs or any other automatic rebalancing programs; (ii) required transactions pursuant to a Contract living or death benefit; (iii) one-time step-up in Contract value pursuant to a Contract death or living benefit; (iv) transactions that are executed as a result of allocation of assets to a Designated Portfolio through a Contract as a result of payments such as loan repayments, scheduled contributions, retirement plan salary reduction contributions, or planned premium payments to the Contract; or (v) pre-arranged transfers at the conclusion of a required free look period.

 

  (f)

The term “Shareholder-Initiated Transfer Redemption” means a transaction that is initiated or directed by a Shareholder that results in a transfer of assets within a Contract out of a Designated Portfolio, but does not include the following: (i) transactions that are executed automatically pursuant to a contractual or systematic program or enrollments such as transfers of assets within a Contract out of a Designated Portfolio as a result of annuity payouts, loans, systematic withdrawal programs, asset allocation programs and automatic rebalancing programs; (ii) transactions that are executed as a result of any deduction of charges or fees under a Contract; (iii) transactions within a Contract out of a Designated Portfolio as a result of scheduled withdrawals or surrenders from a Contract; (iv) transactions

 

14

 

that are executed as a result of payment of a death benefit from a Contract; or (v) transactions that are executed as a result of minimum distributions required by applicable federal tax law.

 

  (g)

The term “written” includes electronic and facsimile writings and transmissions and such other means as the Parties may agree from time-to-time.

7.2. Agreement to Provide Information. Company agrees to provide the Fund the taxpayer identification number (“TIN”), the Individual/International Taxpayer Identification Number (“ITIN”) or other government-issued identifier, (or an equivalent identifying number), of any or all Shareholder(s) of the Account, and the amount, date and transaction type (purchase, redemption, transfer, or exchange) of every purchase, redemption, transfer, or exchange of Shares held through an Account maintained by the Company (“Transaction Information”). It is understood that Company intends to provide the Transaction Information regarding each Designated Portfolio daily, but the Fund may, from time to time, make a written request (“Request”) regarding a specific Designated Portfolio or for a specific period in accordance with this Agreement.

Unless otherwise specifically requested by the Fund, Company shall only be required to provide information relating to Shareholder-Initiated Transfer Purchases or Shareholder-Initiated Transfer Redemptions.

7.3 Period Covered by Request. Any Request must set forth a specific period for which the Transaction Information is being sought (the “Covered Period”), but the Covered Period shall not include any day that is earlier than 90 days prior to the day Company received the Request. The Fund may request Transaction Information older than 90 days from the date of the Request as it deems necessary to investigate compliance with Fund Policies.

7.4 Form and Timing of Response/Indirect Intermediaries. Requests must be in “Good Form.” Good Form means the Request (i) is made using the “Request for Information” form attached as Exhibit A, (ii) includes all the information required by the form, except as noted therein; (iii) is signed by a duly authorized officer of the Fund; and (iv) is received by Company.

Company agrees to transmit the Transaction Information on its books and records to the Fund promptly, but in any event not later than five (5) business days, or as otherwise agreed to by the Parties, after receipt of a Request. The format for the Transaction Information provided to the Fund (either daily or as part of a Request) shall be via file transfer protocol (FTP) formal or other agreed upon method.

If requested by the Fund in writing, Company agrees to use best efforts to determine whether any specific Shareholder about whom it has Transaction Information is itself a financial intermediary (“Indirect Intermediary”) and, upon further request by the Fund, to promptly either (i) provide (or arrange to have provided) the Transaction Information for those Shareholders who hold an account with an Indirect Intermediary, or (ii) restrict or prohibit the Indirect Intermediary from purchasing, in nominee name on behalf of others, Shares of the Designated Portfolio. Company additionally agrees to inform the Fund whether it plans to perform (i) or (ii).

7.5 Limitations on Use of Information. The Fund agrees not to use the information received pursuant to this Agreement for any purpose other than as necessary to comply with the provisions of the Rule without prior written consent of Company, or for any purpose not permitted under the privacy provisions of Title V of the Gramm-Leach-Bliley Act (Public Law 106-102) and comparable state laws.

7.6 Agreement to Restrict Trading. Company agrees to execute written instructions from the Fund to restrict or prohibit further purchases or exchanges of Shares by a Shareholder that has been identified by the

 

15

Fund as having engaged in transactions of the Fund’s Shares (directly or indirectly through the Company’s Account) that violate Fund Policies.

Any such restrictions or prohibitions shall only apply to Shareholder-Initiated Transfer Purchases or Shareholder-Initiated Transfer Redemptions as set forth in Section 7.2. Company will execute such instructions with respect to the Shareholder, but only for the Contract through which such transactions in the Designated Portfolio’s Shares occurred in violation of the Fund’s Policies.

7.7 Form of Instructions. Instructions to restrict trading must be in “Good Form.” Good Form means that the instructions (i) are made using the “Instructions to Restrict Trading” form attached at Exhibit B; (ii) include all the information required by the form; (iii) are signed by a duly authorized officer of the Fund; and (iv) are received by Company. Upon request of the Company, the Fund agrees to provide to the Company, along with the Instructions to Restrict Trading form, information regarding those trades of the Contract holder that violated the Fund’s Policies.

7.8 Timing of Response. Company agrees to execute instructions as soon as reasonably practicable, but not later than five (5) business days, or as otherwise agreed to by the Parties, after receipt of the instructions by the Company.

7.9 Confirmation by Company. Company will provide written confirmation regarding any instructions executed on behalf of the Fund pursuant to this Agreement. The confirmation will be provided via FTP format as soon as reasonably practicable, but not later than ten (10) business days, or as otherwise agreed to by the Parties, after the instructions have been executed.

ARTICLE VIII: INDEMNIFICATION

8.1 INDEMNIFICATION BY THE COMPANY

(a) The Company agrees to indemnify and hold harmless the Fund and the Adviser, and each person, if any, who controls the Fund or the Adviser within the meaning of such terms under the federal securities laws and any director, trustee, officer, employee or agent of the foregoing (collectively, the “Indemnified Parties” for purposes of this Section 8.1) against any and all losses, claims, expenses, damages, liabilities (including amounts paid in settlement with the written consent of the Company) or actions in respect thereof (including reasonable legal and other expenses), to which the Indemnified Parties may become subject under any statute or regulation, at common law or otherwise, insofar as such losses, claims, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale, acquisition, or holding of the Fund shares or the Contracts and:

(1) arise out of or are based upon any untrue statements or alleged untrue statements of any material fact contained in the registration statement, prospectus or SAI for the Contracts or contained in the Contracts or sales literature or other promotional material for the Contracts (or any amendment or supplement to any of the foregoing), or arise out of or are based upon the omission or the alleged omission to state therein a material fact required to be stated or necessary to make such statements not misleading in light of the circumstances in which they were made; provided that this agreement to indemnify will not apply as to any Indemnified Party if such statement or omission or such alleged statement or omission was made in reliance upon and in conformity with information furnished to the Company by or on behalf of the Fund or the Adviser for use in the registration statement, prospectus or SAI for the Contracts or in the Contracts or sales literature (or any amendment or supplement) or otherwise for use in connection with the sale of the Contracts or Fund shares; or

 

16

(2) arise out of or as a result of statements or representations by or on behalf of the Company (other than statements or representations contained in the Fund registration statement, prospectus, SAI or sales literature or other promotional material of the Fund, or any amendment or supplement to the foregoing, not supplied by the Company or its designee) or wrongful conduct of the Company or persons under its control, with respect to the sale or distribution of the Contracts or Fund shares; or

(3) arise out of untrue statement or alleged untrue statement of a material fact contained in the Fund registration statement, prospectus, SAI or sales literature or other promotional material of the Fund (or amendment or supplement) or the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make such statements not misleading in light of the circumstances in which they were made, if such a statement or omission was made in reliance upon and in conformity with information furnished to the Fund by or on behalf of the Company or its designee; or

(4) arise as a result of any failure by the Company to provide the services and furnish the materials under the terms of this Agreement (including a failure, whether unintentional or in good faith or otherwise, to meet the qualifications specified in Section 2.2 of this Agreement); or

(5) arise out of any material breach of any representation and/or warranty made by the Company in this Agreement or arise out of or result from any other material breach by the Company of this Agreement;

except to the extent provided in Sections 8.1(b) and 8.4 hereof. This indemnification will be in addition to any liability that the Company otherwise may have.

(b) No party will be entitled to indemnification under Section 8.1(a) if such loss, claim, damage, liability or action is due to the willful misfeasance, bad faith, or gross negligence in the performance of such party’s duties under this Agreement, or by reason of such party’s reckless disregard of its obligations or duties under this Agreement.

(c) The Indemnified Parties promptly will notify the Company of the commencement of any litigation, proceedings, complaints or actions by regulatory authorities against them in connection with the issuance, holding or sale of the Fund shares or the Contracts or the operation of the Fund.

8.2 INDEMNIFICATION BY THE ADVISER

(a) The Adviser agrees to indemnify and hold harmless the Company and each person, if any, who controls the Company within the meaning of such terms under the federal securities laws and any director, officer, employee or agent of the foregoing (collectively, the “Indemnified Parties” for purposes of this Section 8.2) against any and all losses, claims, expenses, damages, liabilities (including amounts paid in settlement with the written consent of the Adviser) or actions in respect thereof (including reasonable legal and other expenses) to which the Indemnified Parties may become subject under any statute, regulation, at common law or otherwise, insofar as such losses, claims, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale, acquisition, or holding of the Fund shares or the Contracts and:

(1) arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained in the registration statement, prospectus or SAI for the Fund or sales literature or other promotional material of the Fund (or any amendment or supplement to any of the foregoing), or arise

 

17

out of or are based upon the omission or the alleged omission to state therein a material fact required to be stated or necessary to make such statements not misleading in light of the circumstances in which they were made; provided that this agreement to indemnify will not apply as to any Indemnified Party if such statement or omission or such alleged statement or omission was made in reliance upon and in conformity with information furnished to the Adviser or Fund by or on behalf of the Company for use in the registration statement, prospectus or SAI for the Fund or in sales literature of the Fund (or any amendment or supplement thereto) or otherwise for use in connection with the sale of the Contracts or Fund shares; or

(2) arise out of or as a result of statements or representations (other than statements or representations contained in the Contracts or in the Contract or Fund registration statements, prospectuses or statements of additional information or sales literature or other promotional material for the Contracts, or any amendment or supplement to the foregoing, not supplied by the Adviser or the Fund or persons under the control of the Adviser or the Fund respectively) or wrongful conduct of the Adviser or the Fund or persons under the control of the Adviser or the Fund respectively, with respect to the sale or distribution of the Contracts or Fund shares; or

(3) arise out of any untrue statement or alleged untrue statement of a material fact contained in a registration statement, prospectus, SAI or sales literature or other promotional material covering the Contracts (or any amendment or supplement thereto), or the omission or alleged omission to state therein a material fact required to be stated or necessary to make such statement or statements not misleading in light of the circumstances in which they were made, if such statement or omission was made in reliance upon and in conformity with information furnished to the Company by or on behalf of the Adviser or the Fund or persons under the control of the Adviser or the Fund; or

(4) arise as a result of any failure by the Adviser or Fund to provide the services and furnish the materials under the terms of this Agreement; or

(5) arise out of or result from any material breach of any representation and/or warranty made by the Adviser or the Fund in this Agreement, or arise out of or result from any other material breach of this Agreement by the Adviser or the Fund;

except to the extent provided in Sections 8.2(b) and 8.4 hereof. This indemnification will be in addition to any liability that the Adviser otherwise may have.

(b) No party will be entitled to indemnification under Section 8.2(a) if such loss, claim, damage, liability or action is due to the willful misfeasance, bad faith, or gross negligence in the performance of such party’s duties under this Agreement, or by reason of such party’s reckless disregard or its obligations or duties under this Agreement.

(c) The Indemnified Parties will promptly notify the Adviser and the Fund of the commencement of any litigation, proceedings, complaints or actions by regulatory authorities against them in connection with the issuance, holding or sale of the Contracts or the operation of the Account.

8.3 INDEMNIFICATION BY THE FUND

(a) The Fund agrees to indemnify and hold harmless the Company and each person, if any, who controls the Company within the meaning of such terms under the federal securities laws and any director, officer, employee or agent of the foregoing (collectively, the “Indemnified Parties” for purposes of this Section 8.3) against any and all losses, claims, expenses, damages, liabilities (including amounts paid in settlement with

 

18

the written consent of the Fund) or action in respect thereof (including reasonable legal and other expenses) to which the Indemnified Parties may become subject under any statute, regulation, at common law or otherwise, insofar as such losses, claims, damages, liabilities or expenses (or actions in respect thereof) or settlements, are related to the sale, acquisition, or holding of the Fund shares or the Contracts, or operations of the Fund and:

(1) arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained in the registration statement, prospectus or SAI for the Fund or sales literature or other promotional material of the Fund (or any amendment or supplement to any of the foregoing), or arise out of or are based upon the omission or the alleged omission to state therein a material fact required to be stated or necessary to make such statements not misleading in light of the circumstances in which they were made; provided that this agreement to indemnify will not apply as to any Indemnified Party if such statement or omission of such alleged statement or omission was made in reliance upon and in conformity with information furnished to the Adviser or Fund by or on behalf of the Company for use in the registration statement, prospectus or SAI for the Fund or in sales literature of the Fund (or any amendment or supplement thereto) or otherwise for use in connection with the sale of the Contracts or Fund shares; or

(2) arise out of or as a result of statements or representations (other than statements or representations contained in the Contracts or in the Contract or Fund registration statements, prospectuses or statements of additional information or sales literature or other promotional material for the Contracts or of the Fund, or any amendment or supplement to the foregoing, not supplied by the Adviser or the Fund or persons under the control of the Adviser or the Fund respectively) or wrongful conduct of the Adviser or the Fund or persons under the control of the Adviser or the Fund respectively, with respect to the sale or distribution of the Contracts or Fund shares; or

(3) arise out of any untrue statement or alleged untrue statement of a material fact contained in a registration statement, prospectus, SAI or sales literature or other promotional material covering the Contracts (or any amendment or supplement thereto), or the omission or alleged omission to state therein a material fact required to be stated or necessary to make such statement or statements not misleading in light of the circumstances in which they were made, if such statement or omission was made in reliance upon and in conformity with information furnished to the Company by or on behalf of the Adviser or the Fund or persons under the control of the Adviser or the Fund; or

(4) arise as a result of any failure by the Fund to provide the services and furnish the materials under the terms of this Agreement; or

(5) arise out of or result from any material breach of any representation and/or warranty made by the Fund in this Agreement or arise out of or result from any other material breach of this Agreement by the Fund; or

(6) arise out of or result from the incorrect or untimely calculation or reporting of daily net asset value per share or dividend or capital gain distribution rate;

except to the extent provided in Sections 8.3(b) and 8.4 hereof. This indemnification will be in addition to any liability that the Fund otherwise may have.

(b) No party will be entitled to indemnification under Section 8.3(a) if such loss, claim, damage, liability or action is due to the willful misfeasance, bad faith, or gross negligence in the performance of such party’s duties under this Agreement, or by reason of such party’s reckless disregard of its obligations and duties under this Agreement.

 

19

(c) The Indemnified Parties will promptly notify the Fund of the commencement of any litigation, proceedings, complaints or actions by regulatory authorities against them in connection with the issuance, holding or sale of the Contracts or the operation of the Account.

8.4 INDEMNIFICATION PROCEDURE

Any person obligated to provide indemnification under this Article VIII (“Indemnifying Party”) for the purpose of this Section 8.4) will not be liable under the indemnification provisions of this Article VIII with respect to any claim made against a party entitled to indemnification under this Article VIII (“Indemnified Party”) for the purpose of this Section 8.4) unless such Indemnified Party will have notified the Indemnifying Party in writing within a reasonable time after the summons or other first legal process giving information of the nature of the claim will have been served upon such Indemnified Party (or after such party will have received notice of such service on any designated agent), but failure to notify the Indemnifying Party of any such claim will not relieve the Indemnifying Party from any liability which it may have to the Indemnified Party against whom such action is brought otherwise than on account of the indemnification provision of this Article VIII, except to the extent that the failure to notify results in the failure of actual notice to the Indemnifying Party and such Indemnifying Party is damaged solely as a result of failure to give such notice. In case any such action is brought against the Indemnified Party, the Indemnifying Party will be entitled to participate, at its own expense, in the defense thereof. The Indemnifying Party also will be entitled to assume the defense thereof, with counsel satisfactory to the party named in the action. After notice from the Indemnifying Party to the Indemnified Party of the Indemnifying Party’s election to assume the defense thereof, the Indemnified Party will bear the fees and expenses of any additional counsel retained by it, and the Indemnifying Party will not be liable to such party under this Agreement for any legal or other expenses subsequently incurred by such party independently in connection with the defense thereof other than reasonable costs of investigation, unless:

(a) the Indemnifying Party and the Indemnified Party will have mutually agreed to the retention of such counsel; or

(b) the named parties to any such proceeding (including any impleaded parties) include both the Indemnifying Party and the Indemnified Party and representation of both parties by the same counsel would be inappropriate due to actual or potential differing interests between them. The Indemnifying Party will not be liable for any settlement of any proceeding effected without its written consent but if settled with such consent or if there is a final judgment for the plaintiff, the Indemnifying Party agrees to indemnify the Indemnified Party from and against any loss or liability by reason of such settlement or judgment. A successor by law of the parties to this Agreement will be entitled to the benefits of the indemnification contained in this Article VIII. The indemnification provisions contained in this Article VIII will survive any termination of this Agreement.

ARTICLE IX: APPLICABLE LAW

9.1 This Agreement will be construed and the provisions hereof interpreted under and in accordance with the laws of the State of New York without reference to its conflicts of law provisions. To the extent that the applicable laws of the State of New York or any of the provisions herein conflict with the applicable provisions of the Act or other federal laws and regulations which may be applicable, the latter shall control. The parties to this Agreement hereby irrevocably agree to submit to the jurisdiction of the courts located in the State of New York for any action or proceeding arising out of this Agreement, and hereby irrevocably agree that all claims in respect of such action or proceeding shall be heard or determined in such courts.

 

20

9.2 This Agreement will be subject to the provisions of the 1933 Act, the 1934 Act and the 1940 Act, and the rules and regulations and rulings thereunder, including such exemptions from those statutes, rules and regulations as the Commission may grant and the terms hereof will be interpreted and construed in accordance therewith.

ARTICLE X: TERMINATION

10.1 This Agreement will terminate:

(a) at the option of any party, with or without cause, with respect to one, some or all of the Designated Portfolios, upon six (6) month’s advance written notice to the other parties or, if later, upon receipt of any required exemptive relief or orders from the SEC, unless otherwise agreed in a separate written agreement among the parties; or

(b) at the option of the Company, upon written notice to the other parties, with respect to any Portfolio if shares of the Designated Portfolio are not reasonably available to meet the requirements of the Contracts as determined in good faith by the Company; or

(c) at the option of the Company, upon written notice to the other parties, with respect to any Portfolio in the event any of the Portfolio’s shares are not registered, issued or sold in accordance with applicable state and/or federal law or such law precludes the use of such shares as the underlying investment media of the Contracts issued or to be issued by Company; or

(d) at the option of the Fund, upon written notice to the other parties, upon institution of formal proceedings against the Company by FINRA, the Commission or any other regulatory body regarding the Company’s duties under this Agreement or related to the sale of the Contracts, the administration of the Contracts, the operation of the Account, or the purchase of the Fund shares, provided that the Fund determines in its sole judgment, exercised in good faith, that any such proceeding would have a material adverse effect on the Company’s ability to perform its obligations under this Agreement; or

(e) at the option of the Company, upon written notice to the other parties, upon institution of formal proceedings against the Fund, the Adviser, or the Distributor by FINRA, the Commission or any other regulatory body, provided that the Company determines in its sole judgment, exercised in good faith, that any such proceeding would have a material adverse effect on the Fund’s or the Adviser’s ability to perform its obligations under this Agreement; or

(f) at the option of the Company, upon written notice to the other parties, with respect to any Designated Portfolio, if a Designated Portfolio ceases to qualify as a Regulated Investment Company under Subchapter M of the Code, or under any successor or similar provision, or if the Company reasonably and in good faith believes that the Designated Portfolio may fail to so qualify; or

(g) at the option of any party to this Agreement, upon written notice to the other parties, upon another party’s material breach of any provision of this Agreement; or

(h) at the option of the Company, if the Company determines in its sole judgment exercised in good faith that the Fund, the Adviser or Distributor has suffered a material adverse change in its business, operations or financial condition since the date of this Agreement or is the subject of material adverse publicity which is likely to have a material adverse impact upon the business and operations of the Fund, Adviser or Distributor and hence to the Company; or

 

21

(i) at the option of the Fund or the Adviser, if the Fund or Adviser respectively, determines in its sole judgment exercised in good faith that the Company has suffered a material adverse change in its business, operations or financial condition since the date of this Agreement or is the subject of material adverse publicity which is likely to have a material adverse impact upon the business and operations of the Fund or the Adviser, such termination to be effective sixty (60) days’ after receipt by the other parties of written notice of the election to terminate.

10.2 NOTICE REQUIREMENT

No termination of this Agreement will be effective unless and until the party terminating this Agreement gives prior written notice to all other parties of its intent to terminate, which notice will set forth the basis for the termination.

10.3 EFFECT OF TERMINATION

Notwithstanding any termination of this Agreement, the Fund, the Adviser and the Distributor will, at the option of the Company, continue to make available additional shares of the Fund pursuant to the terms and conditions of this Agreement, for all Contracts in effect on the effective date of termination of this Agreement (hereinafter referred to as “Existing Contracts”). Specifically, without limitation, the owners of the Existing Contracts will be permitted to reallocate investments in the Designated Portfolios (as in effect on such date), redeem investments in the Designated Portfolios and/or invest in the Designated Portfolios upon the making of additional purchase payments under the Existing Contracts.

10.4 SURVIVING PROVISIONS

Notwithstanding any termination of this Agreement, each party’s obligations under Article VIII to indemnify other parties will survive and not be affected by any termination of this Agreement. In addition, with respect to Existing Contracts, all provisions of this Agreement also will survive and not be affected by any termination of this Agreement.

ARTICLE XI: NOTICES

Any notice will be deemed duly given when sent by registered or certified mail to the other party at the address of such party set forth below or at such other address as such party may from time to time specify in writing to the other parties.

 

22

If to the Company:

American General Life Insurance Company

2727-A Allen Parkway

Houston, TX 77019

Attn: Legal Department

If to the Fund:

Seasons Series Trust

One World Trade Center

285 Fulton Street, Suite 49M

New York, NY 10007

Attention: General Counsel

If to the Adviser:

SunAmerica Asset Management, LLC

One World Trade Center

285 Fulton Street, Suite 49M

New York, NY 10007

Attention: General Counsel

ARTICLE XII: MISCELLANEOUS

12.1 All persons dealing with the Fund must look solely to the property of the Fund for the enforcement of any claims against the Fund as neither the directors, officers, agents or shareholders assume any personal liability for obligations entered into on behalf of the Fund.

12.2 The Fund and the Adviser acknowledge that the identities of the customers of the Company or any of its affiliates (collectively the “Protected Parties” for purposes of this Section 12.2), information maintained regarding those customers, and all computer programs and procedures developed by the Protected Parties or any of their employees or agents in connection with the Company’s performance of its duties under this Agreement are the valuable property of the Protected Parties. The Fund and the Adviser agree that if they come into possession of any list or compilation of the identities of or other information about the Protected Parties’ customers, or any other property of the Protected Parties, other than such information as may be independently developed or compiled by the Fund or the Adviser from information supplied to them by the Protected Parties’ customers who also maintain accounts directly with the Fund or the Adviser, the Fund and the Adviser will hold such information or property in confidence and refrain from using, disclosing or distributing any of such information or other property except: (a) with the Company’ s prior written consent; or (b) as required by law or judicial process. The Fund and the Adviser acknowledge that any breach of the agreements in this Section 12.2 would result in immediate and irreparable harm to the Protected Parties for which there would be no adequate remedy at law and agree that in the event of such a breach, the Protected Parties will be entitled to equitable relief by way of temporary and permanent injunctions, as well as such other relief as any court of competent jurisdiction deems appropriate.

12.3 The captions in this Agreement are included for convenience of reference only and in no way define or delineate any of the provisions hereof or otherwise affect their construction or effect.

 

23

12.4 This Agreement may be executed simultaneously in two or more counterparts, each of which taken together will constitute one and the same instrument.

12.5 If any provision of this Agreement will be held or made invalid by a court decision, statute, rule or otherwise, the remainder of the Agreement will not be affected thereby.

12.6 This Agreement will not be assigned by any party hereto without the prior written consent of all the parties hereto.

12.7 The rights, remedies and obligations contained in this Agreement are cumulative and are in addition to any and all rights, remedies and obligations, at law or in equity, which the parties hereto are entitled to under state and federal law.

12.8 The parties to this Agreement acknowledge and agree that this Agreement shall not be exclusive in any respect.

12.9 Each party to this Agreement will cooperate with each other party and all appropriate governmental authorities (including without limitation the Commission, FINRA and state insurance regulators) and will permit each other and such authorities reasonable access to its books and records in connection with any investigation or inquiry relating to this Agreement or the transactions contemplated hereby.

12.10 Each party represents that the execution and delivery of this Agreement and the consummation of the transactions contemplated herein have been duly authorized by all necessary corporate or board action, as applicable, by such party and when so executed and delivered this Agreement will be the valid and binding obligation of such party enforceable in accordance with its terms.

12.11 The schedules to this Agreement (each, a “Schedule,” collectively, the “Schedules”) form an integral part hereof and are incorporated herein by reference. The parties to this Agreement may agree in writing to amend the Schedules to this Agreement from time to time to reflect changes in or relating to the Contracts, the Accounts or the Designated Portfolios of the Fund or other applicable terms of this Agreement. References herein to any Schedule are to the Schedule then in effect, taking into account any amendments thereto.

12.12 Each Designated Portfolio agrees to consult in advance with the Company concerning any decision to elect or not to pass through the benefit of any foreign tax credits to the Designated Portfolio’s shareholders pursuant to Section 853 of the Code.

 

24

IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be executed in its name and behalf by its duly authorized representative as of the date first above-written.

 

SEASONS SERIES TRUST

By:

  

/s/ Kate Fuentes       

Name: Kate Fuentes

Title: Chief Legal Officer, Vice President and Secretary

SUNAMERICA ASSET MANAGEMENT, LLC

By:

  

/s/ John Genoy       

Name: John Genoy

Title: President and Chief Operating Officer

AMERICAN GENERAL LIFE INSURANCE COMPANY

By:

  

             

Name: Bryan Pinsky

Title: President

IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be executed in its name and behalf by its duly authorized representative as of the date first above-written.

 

SEASONS SERIES TRUST

By:

  

             

Name: Kate Fuentes

Title: Chief Legal Officer, Vice President and Secretary

SUNAMERICA ASSET MANAGEMENT, LLC

By:

  

             

Name: John Genoy

Title: President and Chief Operating Officer

AMERICAN GENERAL LIFE INSURANCE COMPANY

By:

  

/s/ Bryan Pinsky      

Name: Bryan Pinsky

Title: President

Exhibit A

Request for Information Form

We hereby request that American General Life Insurance Company provide the Transaction Information indicated below.

Please provide the following information about the Transaction Information requested:

 

     Contract Number*              
  Tax Identification Number**:              
  Fund Name:              
  Portfolio Name:              
  Portfolio Manager:              
  Covered Period***:              

 

                                          

 

Requesting Person****:              
Signature:              
Date:              
Telephone Number:              
Facsimile Number:              

 

*

or participant account number if applicable. Failure to complete this item shall not prevent this Form from being in Good Form.

**

or Individual/International Taxpayer Identification Number (ITIN), other government-issued identifier or equivalent identifying number. Failure to complete this item shall not prevent this Form from being in Good Form.

***

the covered period shall not include any day that is earlier than 180 days prior to the day Intermediary received this form in Good Form.

****

person must be duly authorized person as previously provided by the Fund.

PLEASE E-MAIL THIS FORM TO SaamcoLegal@venerable.com,

ATTENTION “RULE 22C-2 INFORMATION REQUEST”

PLEASE COMPLETE EACH ITEM.

INCOMPLETE FORMS WILL NOT BE PROCESSED.

Exhibit B

Instructions to Restrict Trading Form

American General Life Insurance Company is hereby instructed to restrict purchase or exchanges into the Fund indicated below by the Contract indicated below.

Please provide the following information about the Contract to be restricted:

 

     Contract Number*              
  Tax Identification Number**:              

Please provide the following information about the Portfolio to be restricted:

 

     Fund Name:              
  Portfolio Name:              
  Portfolio Manager:              

Please provide the following information about the time period for which trading should be restricted:

 

  Start Date***:              
  End Date:              

 

                                          

 

Requesting Person****:              
Signature:              
Date:              
Telephone Number:              
Facsimile Number:              

 

*

or participant account number if applicable.

**

or Individual/International Taxpayer Identification Number (ITIN), other government-issued identifier or equivalent identifying number.

***

Start date will be no earlier than 48 hours after receipt of form in “Good Form.”

****

person must be duly authorized person as previously provided by the Fund.

PLEASE E-MAIL THIS FORM TO SaamcoLegal@venerable.com,

ATTENTION “RULE 22C-2 RESTRICTION”

PLEASE COMPLETE EACH ITEM.

INCOMPLETE FORMS WILL NOT BE PROCESSED.

Schedule A

The following Separate Accounts and associated Contracts of American General Life Insurance Company are permitted in accordance with the provisions of this Agreement to invest in Designated Portfolios of the Fund shown in Schedule B:

NAME OF SEPARATE ACCOUNT CONTRACTS FUNDED BY SEPARATE ACCOUNT

Variable Separate Account

Variable Annuity Account Five

Variable Annuity Account Seven

AGL Separate Account VL-R

Schedule B

The Separate Account(s) shown on Schedule A may invest in the following Portfolio(s) of the Fund.

 

SA Allocation Aggressive Portfolio

SA Allocation Balanced Portfolio

SA Allocation Moderate Portfolio

SA Allocation Moderately Aggressive Portfolio

SA American Century Inflation Managed Portfolio

SA Columbia Focused Value Portfolio

SA Franklin Allocation Moderately Aggressive Portfolio

SA Multi-Managed Diversified Fixed Income Portfolio

SA Multi-Managed International Equity Portfolio

SA Multi-Managed Large Cap Growth Portfolio

SA Multi-Managed Large Cap Value Portfolio

SA Multi-Managed Mid Cap Growth Portfolio

SA Multi-Managed Mid Cap Value Portfolio

SA Multi-Managed Small Cap Portfolio

 EX-99.(H)(14)(A) 3 d43210dex99h14a.htm FORM OF PARTICIPATION AGREEMENT WITH SUNAMERICA SERIES TRUST Form of Participation Agreement with SunAmerica Series Trust

FUND PARTICIPATION AGREEMENT

THIS AGREEMENT (the “Agreement”), made and entered into January 1, 2026 (the “Effective Date”) by and among American General Life Insurance Company, organized under the laws of the state of Texas (the “Company”), on behalf of itself and each separate account of the Company named in Schedule A to this Agreement, as may be amended from time to time (each account referred to as the “Account” and collectively as the “Accounts”); SunAmerica Series Trust, an open-end management investment company organized under the laws of the Commonwealth of Massachusetts under a Declaration of Trust dated September 11, 1992, as amended and restated to date (the “Fund”); and SunAmerica Asset Management, LLC, a limited liability company organized under the laws of Delaware and investment adviser to the Fund (the “Adviser”).

WHEREAS, the Fund engages in business as an open-end management investment company; and

WHEREAS, beneficial interests in the Fund are divided into several series of shares, each representing the interest in a particular managed portfolio of securities and other assets (the “Portfolios”) and such shares are issued to separate accounts of insurance companies to fund variable insurance products and certain qualified pension and retirement plans; and

WHEREAS, the Company, as depositor, has established the Accounts to serve as investment vehicles for certain variable annuity contracts and variable life insurance policies offered by the Company set forth on Schedule A (the “Contracts”); and

WHEREAS, the Accounts are duly organized, validly existing segregated asset accounts, established by resolutions of the Board of Directors of the Company under the insurance laws of the state of Texas, to set aside and invest assets attributable to the Contracts; and

WHEREAS, the Company intends to purchase shares of the Portfolios named in Schedule B, as such schedule may be amended from time to time (the “Designated Portfolios”) on behalf of the Accounts to fund the Contracts; and

WHEREAS, an order of the Securities and Exchange Commission (the “Commission” or “SEC”) dated November 5, 2014, (File No. 812-14226) grants certain separate accounts supporting variable life insurance policies, their life insurance company depositors, and their principal underwriters, exemptions from Sections 9(a), 13(a), 15(a) and 15(b) of the Investment Company Act of 1940 (the “1940 Act”), and from Rules 6e-2(b)(15) and 6e-3(T)(b)(15) thereunder, to the extent necessary for such separate accounts to purchase and hold Fund shares at the same time that such shares are sold to or held by separate accounts of affiliated and unaffiliated insurance companies supporting either variable annuity contracts or variable life insurance policies, or both, the investment adviser or sub-advisers to a Fund, any general account of an insurance company depositor of such separate accounts (representing seed money investments in the Fund), and/or by qualified pension and retirement plans (the “SEC Order”); and

WHEREAS, the Fund’s principal underwriter (“Distributor”) is a broker-dealer registered as such under the Securities Exchange Act of 1934 (“1934 Act”) and a member of the Financial Industry Regulatory Authority (“FINRA”).

NOW, THEREFORE, in consideration of their mutual promises, the Company, the Fund and the Adviser hereby agree as follows:

ARTICLE I: SALE OF FUND SHARES

1.1 The Fund agrees to sell to the Company those shares of the Designated Portfolios which each Account orders (based on orders placed by Contract owners on that Business Day, as defined below), executing such orders on a daily basis at the net asset value (and with no sales charges) next computed after receipt by the Fund or its designee of the order for the shares of the Fund. For purposes of this Section 1.1, the Company will be the designee of the Fund for receipt of such orders from each Account and receipt by such designee will constitute receipt by the Fund; provided that the Fund receives notice of such order by 11:00 a.m. Eastern Time on the next following Business Day or such later time as permitted by Section 1.8 hereof. “Business Day” will mean any day on which the New York Stock Exchange is open for trading and on which the Fund calculates its net asset value pursuant to the rules of the Securities and Exchange Commission.

1.2 The Fund agrees to redeem for cash, upon the Company’s request, any full or fractional shares of the Fund held by the Company (based on orders placed by Contract owners on that Business Day), executing such requests on a daily basis at the net asset value next computed after receipt and acceptance by the Fund or its agent of the request for redemption. For purposes of this Section 1.2, the Company will be the designee of the Fund for receipt of requests for redemption from each Account and receipt by such designee will constitute receipt by the Fund; provided the Fund receives notice of such requests for redemption by 11:00 a.m. Eastern Time on the next following Business Day or such later time as permitted by Section 1.8 hereof. After consulting with the Company, the Fund reserves the right to delay payment of redemption proceeds, but in no event may any such delay by the Fund in paying redemption proceeds cause Company or any Account to fail to meet its obligations under Section 22(e) of the 1940 Act.

1.3(a) Fund/SERV Transactions. If the parties choose to use the National Securities Clearing Corporation’s Mutual Fund Settlement, Entry and Registration Verification (“Fund/SERV”) or any other NSCC service, the following provisions shall apply:

The Company and the Fund or their respective designees will each be bound by the rules of the National Securities Clearing Corporation (“NSCC”) and the terms of any NSCC agreement filed by it or their respective designees with the NSCC. Without limiting the generality of the following provisions of this section, the Company and the Fund or its designee will each perform any and all duties, functions, procedures and responsibilities assigned to it and as otherwise established by the NSCC applicable to Fund/SERV, the Mutual Fund Profile Service, the Networking Matrix Level utilized and any other relevant NSCC service or system (collectively, the “NSCC Systems”).

Any information transmitted through the NSCC Systems by any party or its designee to the other or its designee and pursuant to this Agreement will be accurate, complete, and in the format prescribed by the NSCC. Each party or its designee will adopt, implement and maintain procedures reasonably designed to ensure the accuracy of all transmissions through the NSCC Systems and to limit the access to, and the inputting of data into, the NSCC Systems to persons specifically authorized by such party.

On each Business Day, the Company shall aggregate and calculate the net purchase and redemption orders for each Account received by the Company in good form on each Business Day. The Company shall communicate to the Fund or its designee for that Business Day, by the NSCC, the net aggregate purchase or redemption orders (if any) for each Account received by the Closing Time on such Business Day in accordance with Section 1.1 (for net purchases) or Section 1.2 (for net redemptions), as applicable. All orders received by the Company after the Closing Time on a Business Day shall not be transmitted to the NSCC prior to the following Business Day. The

 

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Company will wire payment for net purchase orders in immediately available funds, to an NSCC settling bank account designated by the Fund, in accordance with NSCC rules and procedures on the Business Day following the Business Day on which such purchase orders are communicated in proper form to the NSCC. The Fund will wire payment for net redemption orders in immediately available funds, to an NSCC settling bank account designated by the Company, in accordance with NSCC rules and procedures no later than on the Business Day following the Business Day on which such purchase orders are communicated in proper form to the NSCC.

(b) Manual Transactions. If the parties choose not to use Fund/SERV, if there are technical problems with Fund/SERV, or if the parties are not able to transmit or receive information through Fund/SERV, the following provisions shall apply:

On each Business Day, the Company shall aggregate and calculate the net purchase and redemption orders for each Account received by the Company in good form on such Business Day. The Company will place separate orders to purchase or redeem shares of each Designated Portfolio. Each order shall describe the net amount of shares and dollar amount of each Designated Portfolio to be purchased or redeemed. In the event of net purchases, the Company shall pay for net purchase orders by wiring federal funds to Fund or its designated custodial account (by 2:00 pm EST) on the next Business Day after an order to purchase Designated Portfolio shares is made in accordance with the provisions of Section 1.1 hereof (or such later time as permitted by Section 1.8 hereof). Upon receipt by the Fund of the payment, such funds shall cease to be the responsibility of the Company and shall become the responsibility of the Fund. In the event of net redemptions, the Fund shall pay the net redemption proceeds by wiring federal funds to the Company or its designated custodial account (by 2:00 pm EST) on the next Business Day after an order to redeem a Designated Portfolio’s shares is made in accordance with the provision of Section 1.2 hereof. Upon receipt by the Company of the payment, such funds shall cease to be the responsibility of the Fund and shall become the responsibility of the Company.

1.4 The Fund agrees to make shares of the Designated Portfolios available continuously for purchase at the applicable net asset value per share by the Company on behalf of the Accounts on those days on which the Fund calculates its Designated Portfolio net asset value pursuant to rules of the Commission and the Fund shall calculate such net asset value on each day which the NYSE is open for regular trading; provided, however, that the Board of Directors of the Fund (the “Fund Board”) may refuse to sell shares of any Portfolio to any person, or suspend or terminate the offering of shares of any Portfolio if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Fund Board, acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the shareholders of such Portfolio.

1.5 The Company agrees to purchase and redeem the shares of the Designated Portfolios offered by the then current prospectus and statement of additional information of the Fund in accordance with the provisions of such prospectus and statement of additional information to the extent not inconsistent with the terms and conditions of this Agreement.

1.6 Issuance and transfer of the Fund’s shares will be by book entry only. Stock certificates will not be issued to the Company or to any Account. Purchase and redemption orders for Fund shares will be recorded in an appropriate title for each Account or the appropriate sub-account of each Account.

1.7 The Fund will furnish same day notice to the Company of the declaration of any income, dividends or capital gain distributions payable on each Designated Portfolio’s shares. The Company hereby elects to receive all such dividends and distributions as are payable on the Portfolio shares in the form of additional

 

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shares of that Portfolio at the ex-dividend date net asset values. The Company reserves the right to revoke this election and to receive all such dividends and distributions in cash. The Fund will notify the Company of the number of shares so issued as payment of such income, dividends and distributions.

1.8 The Fund will make the net asset value per share for each Designated Portfolio available to the Company via electronic means on each Business Day as soon as reasonably practical after the net asset value per share is calculated and will use its best efforts to make such net asset value per share available by 7:00 p.m., Eastern Time, each Business Day. In the event that the Fund is unable to meet the 7:00 p.m. time stated herein, it shall provide additional time for the Company to place orders for the purchase and redemption of Fund shares and wire net payments for the purchase of Fund shares. Such additional time shall be equal to the additional time which the Fund takes to make the net asset value available to the Company. If the Fund provides the Company materially incorrect net asset value per share information (as determined under SEC guidelines), the Fund shall make an adjustment to the number of shares purchased or redeemed for the Accounts to reflect the correct net asset value per share, and the Adviser shall bear the cost of correcting such errors and shall reimburse the Company for any expenses incurred related to correction of the net asset value (including correcting Contract owner accounts). Any material error in the calculation or reporting of net asset value per share, dividend or capital gain information shall be reported to the Company upon discovery by the Fund. Upon timely notification of any overpayment by the Fund to a Contract owner due to a materially incorrect net asset value calculation (as determined by SEC guidelines), the Company shall reasonably cooperate with the Fund and Adviser to remit back to the Fund any such overpayment that has not been paid or credited to the Contract owner, subject to the Adviser’s obligation to reimburse the Company for any reasonable costs and expenses associated with such correction.

ARTICLE II: REPRESENTATIONS AND WARRANTIES

2.1 The Company represents and warrants that interests under the Contracts are or will be registered under the Securities Act of 1933 (the “1933 Act”), or are exempt from registration thereunder, and that the Contracts will be issued and sold and distributed in compliance with all applicable federal and state laws. The Company further represents and warrants that it is an insurance company duly organized and in good standing under applicable law and that it has legally and validly established each Account as a separate account under applicable law and that each Account is or will be registered as a unit investment trust in accordance with the provisions of the 1940 Act to serve as a segregated investment account for the Contracts, or is exempt from registration thereunder, and that it will maintain such registration for so long as any Contracts are outstanding, as applicable. The Company will amend the registration statement under the 1933 Act for the Contracts and the registration statement under the 1940 Act for the Account from time to time as required in order to effect the continuous offering of the Contracts or as may otherwise be required by applicable law. The Company will register and qualify the Contracts for sale in accordance with the securities laws of the various states only if and to the extent deemed necessary by the Company.

2.2 Subject to compliance by each Designated Portfolio with the requirements of Subchapter M and Section 817(h) of the Internal Revenue Code of 1986, as amended (“Code”), the regulations thereunder, or any successor provision, the Company represents and warrants that the Contracts are currently and at the time of issuance will be treated as life insurance, or annuity contracts under applicable provisions of the Code, that it will maintain such treatment and that it will notify the Fund immediately upon having a reasonable basis for believing that the Contracts have ceased to be so treated or that they might not be so treated in the future.

2.3 The Company is, and shall carry out its activities under this Agreement, in compliance with all applicable anti-money laundering laws, rules and regulations including, but not limited to, the U.S.A. PATRIOT Act of 2001, P.L. 107-56. The Company further represents that it has policies and procedures in place reasonably designed to detect money laundering and terrorist financing, including the reporting of suspicious activity.

 

4

2.4 The Fund and Adviser each represents and warrants that shares of the Designated Portfolio(s) sold pursuant to this Agreement will be registered under the 1933 Act and duly authorized for issuance in accordance with applicable law and that the Fund is and will remain registered as an open-end management investment company under the 1940 Act for as long as such shares of the Designated Portfolio(s) are sold. The Fund will amend the registration statement for its shares under the 1933 Act and the 1940 Act from time to time as required in order to effect the continuous offering of its shares. The Fund will register and qualify the shares of the Designated Portfolio(s) for sale in accordance with the laws of the various states only if and to the extent deemed advisable by the Fund.

2.5 The Fund currently intends for one or more classes of shares of the Portfolios (each, a “Class”) to make payments pursuant to a plan (“Plan”) adopted pursuant to Rule 12b-1 under the 1940 Act, although it may determine to discontinue such practice in the future. To the extent that any Class of the Fund finances its distribution expenses pursuant to a Plan adopted under Rule 12b-1, the Fund undertakes to comply, in all material respects, with any then current SEC interpretations concerning Rule 12b-1 or any successor provisions.

2.6 The Fund and Adviser represent and warrant that the Fund is lawfully organized and validly existing under the laws of the State of Massachusetts and that the Fund does and will comply in all material respects with applicable provisions of the 1940 Act and any applicable regulations thereunder. The Fund and Adviser represent and warrant that the Fund’s operations, and that of each Designated Portfolio, does and will comply with applicable federal and state law.

2.7 The Fund and Adviser represent and warrant that all of the Fund’s directors, officers, employees, investment advisers, and other individuals/entities having access to the funds and/or securities of the Fund are and continue to be at all times covered by a blanket fidelity bond or similar coverage for the benefit of the Fund in an amount not less than the minimal coverage as required currently by Rule 17g-(1) of the 1940 Act or related provisions as may be promulgated from time to time. The aforesaid bond includes coverage for larceny and embezzlement and is issued by a reputable bonding company.

2.8 The Fund is, and shall carry out its activities under this Agreement, in compliance with all applicable anti-money laundering laws, rules and regulations including, but not limited to, the U.S.A. PATRIOT Act of 2001, P.L. 107-56. The Fund further represents that it has policies and procedures in place reasonably designed to detect money laundering and terrorist financing, including the reporting of suspicious activity.

2.9 The Adviser represents and warrants that it is lawfully organized and validly existing under the laws of its state of organization; it is duly registered as an investment adviser under the Investment Advisers Act of 1940, as amended, and will remain duly registered under all applicable federal and state securities laws; and that it will perform its obligations for the Fund in accordance in all material respects with the laws of the State of Delaware and any applicable state and federal securities laws.

2.10 The Fund represents and warrants that the Distributor is lawfully organized and validly existing under the laws of its state of organization; it is registered as a broker-dealer under the Securities Exchange Act of 1934, as amended (the “1934 Act”) and will remain duly registered under all applicable federal and state securities laws, and is a member in good standing of the Financial Industry Regulatory Authority (“FINRA”) and serves as principal underwriter of the Fund and that it will perform its obligations for the Fund in accordance in all material respects with the laws of the State of Delaware and any applicable state and federal securities laws.

 

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ARTICLE III: FUND COMPLIANCE

3.1 The Fund and Adviser represent and warrant that each Designated Portfolio is currently qualified as a Regulated Investment Company under Subchapter M of the Code, and that they will maintain such qualification (under Subchapter M or any successor or similar provision), and that they will notify the Company immediately upon having a reasonable basis for believing that it has ceased to so qualify or that it might not so qualify in the future.

3.2 The Fund and the Adviser acknowledge that the Fund has obtained the SEC Order granting exemptions from various provisions of the 1940 Act and the rules thereunder to separate accounts supporting variable life insurance policies to the extent necessary to permit them to hold Fund shares when Fund shares also are sold to and held by variable annuity and variable life insurance separate accounts of both affiliated and unaffiliated insurance companies supporting either variable annuity contracts or variable life insurance policies, or both, investment adviser or sub-advisers, or by qualified pension and retirement plans.

3.3 The Fund and Adviser acknowledge that currently or in the future, the Fund’s shares may become available for investment by separate accounts for other insurance companies, which may or may not be affiliated persons (as that term is defined in the 1940 Act) of the Company (collectively with the Company, “Participating Insurers”). In such event, (a) the Fund shall undertake that its Board of Trustees (“Board”) will monitor the Fund for existence of material irreconcilable conflicts that may arise between the contract owners of Participating Insurers, for the purpose of identify and remedying any such conflict and (b) Sections 3.4, 3.5, and 3.6 shall apply. In discharging its responsibilities under Sections 3.4, 3.5, and 3.6 hereinafter, the Company will cooperate and coordinate, to the extent necessary, with the Board and with other Participating Insurers. The Fund agrees that it will require, as a condition to participation, that all Participating Insurers shall have obligations and responsibilities regarding conflicts of interest corresponding to those that are agreed to herein by the Company pursuant to Sections 3.4, 3.5, 3.6 and this Section 3.3.

3.4 Upon request by the Fund’s Board, the Company will report any potential or existing conflicts of which it is or becomes aware between any of its Contract owners or between any of its Contract owners and contract owners of other Participating Insurers. The Company will be responsible for assisting the Fund’s Board in carrying out its responsibilities to identify material conflicts by providing the Board with all information available to it that is reasonably necessary for the Board to consider any issues raised, including information as to a decision by the Company to disregard voting instructions of its Contract owners.

3.5 The Board’s determination of the existence of an irreconcilable material conflict and its implications shall be made known promptly by it to the Company and other Participating Insurers. An irreconcilable material conflict may arise of a variety of reasons, including: (a) an action by any state insurance regulatory authority; (b) a change in applicable federal or state insurance tax, or securities laws or regulations, or a public ruling, private letter ruling, or any similar action by insurance, tax, or securities regulatory authorities; (c) an administrative or judicial decision in any relevant proceeding; (d) the manner in which the investments of any Portfolio are being managed; (e) a difference in voting instructions given by variable annuity contract owners and variable life insurance contract owners or by contract owners of different Participating Insurers; or (f) a decision by a Participating Insurer to disregard the voting instructions of variable contract owners.

3.6 If it is determined by a majority of the Board or a majority of its disinterested Trustees that a material irreconcilable conflict exists that affects the interests of the Company Contract owners, the Company shall, in cooperation with other Participating Insurers whose contract owners’ interests are also affected by the conflict, take whatever steps are necessary to remedy or eliminate the irreconcilable material-conflict, which

 

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steps could include: (a) withdrawing the assets allocable to the separate accounts named in Schedule A from the Fund or any portfolio and reinvesting such assets in a different investment medium, including another Portfolio of the Fund, or submitting the question of whether such segregation should be implemented to a vote of all affected Contract owners and, as appropriate, segregating the assets of any particular group (e.g., annuity contract owners or life insurance contract owners) that votes in favor of such segregation, or offering to the affected contract owners of the option of making such a change; and (b) establishing a new registered management investment company or managed separate account. The Company shall take such steps at its expense if the conflict affects solely the interests of the owners of the Company Contracts, but shall bear only its equitable portion of any such expense if the conflict also affects the interest of the contract owners of one or more Participating Insurers other than the Company, provided, that this sentence shall not be construed to require the Fund to bear any portion of such expense. If a material irreconcilable conflict arises because of the Company’s decision to disregard Contract owner voting instructions and that decision represents a minority position or would preclude a majority vote, the Company may be required, at Fund’s election, to withdraw the separate accounts named in Schedule A invested in the Fund, and no charge or penalty will be imposed against the separate accounts named in Schedule A as a result of such a withdrawal. The Company agrees to take such remedial action as may be required under this Section 3.6 with a view only to the interests of its Contract owners. For purposes of this Section 3.6, a majority of the disinterested members of the Board shall determine whether or not any proposed action adequately remedies any irreconcilable conflict, but in no event will Fund be required to establish a new funding medium for any variable contracts. The Company shall not be required by this Section 3.6 to establish a new funding medium for any variable contract if an offer to do so has been declined by vote of a majority of affected contract owners.

3.7 The Trust and Adviser represent and warrant that each Designated Portfolio is currently, or, if newly organized, will be, qualified as a regulated investment company under Subchapter M of the Code, and that each Designated Portfolio will maintain such qualification (under Subchapter M or any successor or similar provision) and that no other Participating Insurance Companies will purchase shares in any Designated Portfolio for any purpose or under any circumstances that would preclude the Company from “looking through” to the investments of each Designated Portfolio in which it invests, pursuant to the “look through” rules found in Treasury Regulation Section 1.817-5. The Trust, its designee, or the Adviser will notify the Company immediately upon having a reasonable basis for believing that any Designated Portfolio has ceased to so qualify, or that any might not so qualify in the future, within the grace periods afforded by the Code or regulations (and any revenue rulings, revenue procedures, notices, and other published announcements of the Internal Revenue Service interpreting the Code or the regulations).

The Trust and Adviser represent and warrant that for each quarter each Designated Portfolio does and will at all times invest money from the Contracts in such a manner as to ensure that the Contracts will be treated as variable contracts under the Code and the regulations issued thereunder; including, but not limited to, that the Trust will at all times comply with the diversification requirements of Section 817(h) of the Code and any regulations thereunder applicable to variable contracts as defined in Section 817(d) of the Code and any amendments or other modifications or successor provisions to such Sections or regulations (and any revenue rulings, revenue procedures, notices, and other published announcements of the Internal Revenue Service interpreting those Sections or regulations), as if those requirements applied directly to each such Portfolio. The Trust will notify the Company immediately upon having a reasonable basis for believing that the Trust or a Portfolio thereunder has ceased to comply with the diversification requirements or that the Trust or Portfolio might not comply with the diversification requirements in the future. In the event of a breach of this representation and warranty the Trust will take all reasonable steps to adequately diversify the Trust so as to achieve compliance within the grace period afforded by Treasury Regulation Section 1.817-5.

3.8 The Fund and Adviser represent and warrant that the Fund is and shall maintain compliance with Rule

 

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38a-1 under the 1940 Act and Adviser represents and warrants that the Adviser is and shall maintain compliance with Rule 206(4)-7 under the Advisers Act.

ARTICLE IV: PROSPECTUS AND PROXY STATEMENTS/VOTING

4.1 At least annually (or in the case of a prospectus supplement, when that supplement is issued), the Fund will timely provide the Company with as many copies of the current Fund prospectus and statement of additional information (describing only the Designated Portfolio(s)) and any supplements thereto as the Company may reasonably request for distribution, at the Fund’s expense, to Contract owners at the time of Contract fulfillment and confirmation. To the extent that the Designated Portfolio(s) are one or more of several Portfolios of the Fund, the Fund shall bear the cost of providing the Company only with disclosure related to the Designated Portfolio(s).

4.2 The Fund on behalf of one or more Designated Portfolios will provide the Company upon its request with copies of summary prospectuses and supplements thereto in the same manner and at the same time that the Fund provides the Company with statutory prospectuses. The Fund represents and warrants that the summary prospectuses and any supplements provided thereto will comply with the requirements of Rule 498 applicable to its Designated Portfolios.

4.3 The Company represents and warrants that its use of the summary prospectuses and supplements, its website and the manner and procedures related to its hosting of the summary prospectuses and supplements on its website will at all times comply with the requirements of Rule 498. The Fund, at its sole cost and expense, shall provide the Company with summary prospectuses containing the appropriate hyperlinks required by Rule 498 and such other documentation that may be required by Rule 498.

4.4 The Fund may require the Company to terminate the use of the summary prospectuses by providing the Company with at least one hundred and thirty-five (135) days’ prior written notice. The Fund agrees that the Company is not required to distribute the summary prospectuses to its Contract owners and that any use will be in the discretion of the Company. The Company shall provide the Fund with at least thirty (30) days’ prior written notice of its intended use of the summary prospectuses and at least sixty (60) days’ prior written notice of its intent to terminate use of the summary prospectuses.

4.5 The Fund shall be responsible for preparing, hosting on its website, and providing to the Company upon request, the materials required by Rule 30e-1 (“Rule 30e-1”) under the 1940 Act and Item 27A(i) of Form N-1A (collectively, the “Required Materials”) which may include, among other things:

 

  (a)

Current Annual and Semi-Annual Reports to Shareholders (i.e., Tailored Shareholder Reports);

 

  (b)

Current Annual and Semi-Annual Financial Statements; and

 

  (c)

Portfolio Holdings for Most Recent First and Third Fiscal Quarters.

4.6 The Fund shall host and maintain the website specified in paragraph (b)(2)(i) of Rule 30e-1, so that the relevant Required Materials are publicly accessible, free of charge, at that website, in accordance with the conditions set forth in that paragraph.

4.7 The Fund shall be responsible for the content and substance of the Required Materials as provided to the Company, including, but not limited to, the accuracy and completeness of the Required Materials. Without limiting the generality of the foregoing in any manner, the Fund shall be responsible for ensuring that the Required Materials as provided to the Company:

 

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  (a)

Meet the applicable standards of the 1933 Act, the 1934 Act, the 1940 Act, and all rules and regulations under those Acts; and

 

  (b)

Do not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances under which they are made, not misleading.

4.8 The Fund, or its designee, shall, at its expense, as the Company may reasonably request from time to time, provide the Company with sufficient paper copies of the then current Required Materials, so that the Company may maintain a supply of such current paper documents sufficient in its reasonable judgment to meet anticipated requests from Contract owners pursuant to Rule 30e-1. Such Company requests shall be fulfilled reasonably promptly, but in no event more than seven (7) business days after the request from the Company is received by the Fund.

4.9 Alternatively, if requested by the Company in lieu thereof, the Fund or its designee shall provide such electronic or other documentation (including “camera ready” copies of the current Required Materials as set in type), and such other assistance as is reasonably necessary to have the then current Required Materials printed for distribution (pursuant to requests from Contract owners; see paragraph (b)(3) of Rule 30e-1, as applicable); the reasonable costs of providing the electronic documentation and of such printing to be borne by the Fund.

4.10 The Fund shall be responsible for preparing and providing the following “Fund Documents,” as specified in paragraph (j)(1)(iii) of Rule 498A:

 

  (a)

Summary Prospectus for the Designated Portfolios;

 

  (b)

Statutory Prospectus for the Designated Portfolios;

 

  (c)

Statement of Additional Information (“SAI”) for the Designated Portfolios; and

 

  (d)

Most Recent Annual and Semi-Annual Reports to Shareholders (under Rule 30e-1 under the 1940 Act) for the Designated Portfolios.

4.11 The Fund shall provide the Fund Documents specified in Sections 4.10(a), (b), and (c) above to the Company (or its designee) on a timely basis (to facilitate the required website posting) and provide updated versions as necessary, to facilitate a continuous offering of the Fund’s securities and the Contracts. The Fund shall provide the Shareholder Reports specified in Section 4.10(d) above within 60 days after the close of each of the Fund’s reporting periods (in accordance with Rule 30e-1 under the 1940 Act).

4.12 The Fund shall provide the Fund Documents to the Company (or its designee) in an electronic format that is suitable for website posting, and in a format, or formats, that:

 

  (a)

are both human-readable and capable of being printed on paper in human-readable format (in accordance with paragraph (h)(2)(i) of Rule 498A);

 

  (b)

permit persons accessing the Statutory Prospectus and SAI to move directly back and forth between each section heading in a table of contents of such document and the section of the document referenced in that section heading (that is, these documents must include linking, in accordance with paragraph (h)(2)(ii) of Rule 498A); and

 

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  (c)

permit persons accessing the Fund Documents to permanently retain, free of charge, an electronic version of such materials that meet the requirements of subsections (a) and (b) above (in accordance with paragraph (h)(3) of Rule 498A).

4.13 The Company shall host and maintain the website specified in paragraph (j)(1)(iii) of Rule 498A, so that the Fund Documents are publicly accessible, free of charge, at that website, in accordance with the conditions set forth in that paragraph, provided that the Fund fulfills its obligations under this Agreement. The Fund shall pay the Company a reasonable fee as compensation for the Company hosting the website specified in (j)(1)(iii) of Rule 498A. As of the Effective Date, the Fund and/or the Advisor shall pay the Company quarterly 50% of the Company’s hosting fees paid under the Company’s website hosting service provider agreement to host the website specified in paragraph (j)(1)(iii) of Rule 498A.

Within six (6) months from the Effective Date, the Company and the Adviser shall collaborate in good faith to determine whether an alternative solution to the website specified in paragraph (j)(1)(iii) of Rule 498A is feasible. If the parties mutually agree that an alternative solution is feasible and cost effective, they shall: (i) equally share the costs of implementation; (ii) equally share any cost savings resulting from such implementation; and (iii) negotiate in good faith appropriate terms regarding the Company’s customer experience standards and indemnification requirements.

4.14 The Company shall ensure that an Initial Summary Prospectus is used for each currently offered Contract described under the related registration statement, in accordance with paragraph (j)(1)(i) of Rule 498A. The Fund shall ensure that a summary prospectus is used for the Designated Portfolios, in accordance with paragraph (j)(1)(ii) of Rule 498A.

4.15 The Fund shall be responsible for the content and substance of the Fund Documents as provided to the Company, including, but not limited to, the accuracy and completeness of the Fund Documents. Without limiting the generality of the foregoing in any manner, the Fund shall be responsible for ensuring that the Fund Documents as provided to the Company:

 

  (a)

Meet the applicable standards of the 1933 Act, the 1934 Act, the 1940 Act, and all rules and regulations under those Acts; and

 

  (b)

Do not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances under which they are made, not misleading.

4.16 The Fund shall, at its expense, as the Company may reasonably request from time to time, provide the Company with sufficient paper copies of the then current Fund Documents, so that the Company may maintain a supply of such current paper documents sufficient in its reasonable judgment to meet anticipated requests from existing Contract owners (see paragraphs (i)(1) and (j)(3) of Rule 498A). Such Company requests shall be fulfilled reasonably promptly, but in no event more than three (3) business days after the request from the Company is received by the Fund.

 

  (a)

Alternatively, if requested by the Company in lieu thereof, the Fund or its designee shall provide such electronic or other documentation (including “camera ready” copies of the current Fund Documents as set in type), and such other assistance as is reasonably necessary to have the then current Fund Documents printed for distribution; the reasonable costs of providing the electronic documentation and of such printing and mailing to be borne by the Fund with respect to existing Contract owners only.

 

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  (b)

The Fund shall reimburse the Company for the reasonable costs of printing and mailing the Fund Documents to existing Contract owners.

The Company shall bear any costs associated with the printing and mailing of Fund Documents to prospective Contract owners.

4.17 The Fund shall provide such data regarding each Designated Portfolio’s expense ratios and investment performance as the Company shall reasonably request, to facilitate the registration and sale of the Contracts. Without limiting the generality of the foregoing, the Fund shall provide the following Fund expense and performance data on a timely basis to facilitate the Company’s preparation of its annually updated registration statements for the Contracts (and as otherwise reasonably requested by the Company), but in no event later than eighty (80) calendar days after the close of each Designated Portfolio’s fiscal year:

 

  (a)

the gross “Annual Fund Company Expenses” for each Designated Portfolio calculated in accordance with Item 3 of Form N-1A, before any expense reimbursements or fee waiver arrangements; and

 

  (b)

the net “Annual Fund Company Expenses” (aka “Total Annual Fund Operating Expenses”) for each Designated Portfolio calculated in accordance with Item 3 of Form N-1A, that include any expense reimbursements or fee waiver arrangements, and the period for which the expense reimbursements or fee waiver arrangement is expected to continue and whether it can be terminated by the Fund; and

 

  (c)

the “Average Annual Total Returns” for each Designated Portfolio (before taxes) as calculated pursuant to Item 4(b)(2)(iii) of Form N-1A (for the 1, 5, and 10-year periods).

4.18 The Fund, at its expense, will provide the Company or its mailing agent with copies of its proxy material, if any, reports to shareholders/Contract owners and other permissible communications to shareholders/Contract owners in such quantity as the Company will reasonably require. The Company will distribute this proxy material, reports and other communications to existing Contract owners, and will bill the Fund for the reasonable cost of such distribution.

4.19 If and to the extent required by law, the Company will:

(a) solicit voting instructions from Contract owners;

(b) vote the shares of the Designated Portfolios held in the Account in accordance with instructions received from Contract owners; and

(c) vote shares of the Designated Portfolios held in the Account for which no timely instructions have been received, in the same proportion as shares of such Designated Portfolio for which instructions have been received from the Company’s Contract owners,

so long as and to the extent that the Commission continues to interpret the 1940 Act to require pass-through voting privileges for variable contract owners. The Company reserves the right to vote Fund shares held in any segregated asset account in its own right, to the extent permitted by law. The Company will be responsible for assuring that the Accounts participating in the Fund calculates voting privileges in a manner consistent with all legal requirements.

 

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4.20 The Fund will comply with all provisions of the 1940 Act requiring voting by shareholders, and in particular, the Fund either will provide for annual meetings (except insofar as the Commission may interpret Section 16 of the 1940 Act not to require such meetings) or, as the Fund currently intends, to comply with Section 16(c) of the 1940 Act (although the Fund is not one of the trusts described in Section 16(c) of the 1940 Act) as well as with Sections 16(a) and, if and when applicable, 16(b). Further, the Fund will act in accordance with the Commission’s interpretation of the requirements of Section 16(a) with respect to periodic elections of directors and with whatever rules the Commission may promulgate with respect thereto.

ARTICLE V: SALES MATERIAL AND INFORMATION

5.1 The Company will furnish, or will cause to be furnished, to the Fund or the Adviser, each piece of sales literature or other promotional material in which the Fund or the Adviser is named, at least ten (10) Business Days prior to its use. No such material will be used if the Fund or the Adviser reasonably objects to such use within five (5) Business Days after receipt of such material.

5.2 The Company will not give any information or make any representations or statements on behalf of the Fund, Adviser, or Distributor, or concerning the Fund, Adviser, or Distributor, in connection with the sale of the Contracts other than the information or representations contained in the registration statement, prospectus or SAI for Fund shares, as such registration statement, prospectus and SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in published reports for the Fund which are in the public domain or approved by the Fund or the Adviser or their designees for distribution, or in sales literature or other material provided by the Fund or by the Adviser, except with permission of the Fund or the Adviser or their designees. The Fund and the Adviser agree to respond to any request for approval on a prompt and timely basis.

5.3 The Fund or the Adviser will furnish, or will cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material in which the Company or its separate account is named, at least ten (10) Business Days prior to its use. No such material will be used if the Company or its designee reasonably objects to such use within five (5) Business Days after receipt of such material.

5.4 The Fund and the Adviser will not give any information or make any representations or statements on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement, prospectus or SAI for the Contracts, as such registration statement, prospectus and SAI may be amended or supplemented from time to time, or in published reports for each Account or the Contracts which are in the public domain or approved by the Company for distribution to Contract owners, or in sales literature or other material provided by the Company, except with written permission of the Company. The Company agrees to respond to any request for approval on a prompt and timely basis.

5.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund or its shares, within a reasonable time after filing of each such document with the Commission or FINRA.

5.6 The Company will provide to the Fund at least one complete copy of all definitive prospectuses, definitive SAI, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the Contracts or each Account, within a reasonable time after filing of each such document with the

 

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Commission or FINRA (except that with respect to post-effective amendments to such prospectuses and SAIs and sales literature and promotional material, only those prospectuses and SAIs and sales literature and promotional material that relate to or refer to the Fund will be provided.) In addition, the Company will provide to the Fund at least one complete copy of (i) a registration statement that relates to the Contracts or each Account, containing representative and relevant disclosure concerning the Fund; and (ii) any post-effective amendments to any registration statements relating to the Contracts or such Account that refer to or relate to the Fund.

5.7 The Fund and Adviser will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Designated Portfolio, and of any material change in the Fund’s registration statement, particularly any material change resulting in a material change to the registration statement or prospectus or statement of additional information for any Account. The Fund and Adviser will cooperate with the Company so as to enable the Company to solicit proxies from Contract owners or to make changes to its prospectus, statement of additional information or registration statement, in an orderly manner. The Fund and Adviser will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses.

5.8 For purposes of this Article V, the phrase “sales literature or other promotional material” includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, (i.e., on-line networks such as the Internet or other electronic messages)), sales literature (i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, registration statements, prospectuses, SAIs, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under FINRA rules, the 1933 Act or the 1940 Act.

5.9 The Fund, the Adviser and the Company agree to adopt and implement procedures reasonably designed to ensure that information concerning the Company, the Fund, the Adviser or the Distributor, respectively, and their respective affiliated companies, that is intended for use only by brokers or agents selling the Contracts is properly marked as “Not For Use With The Public” and that such information is only so used.

ARTICLES VI: FEES, COSTS AND EXPENSES

6.1 The Fund will pay no fee or other compensation to the Company under this Agreement, except as provided below: (a) if the Fund or any Designated Portfolio adopts and implements a plan pursuant to Rule 12b-1 under the 1940 Act to finance distribution and shareholder servicing expenses, then, subject to obtaining any required exemptive orders or other regulatory approvals, the Fund may make payments to the Company or to the underwriter for the Contracts if and in such amounts agreed to by the Fund in writing; (b) the Fund may pay fees to the Company for administrative services provided to Contract owners that are not primarily intended to result in the sale of shares of the Designated Portfolio or of underlying Contracts as separately agreed to in writing.

6.2 The Fund shall bear its expenses relating to the Fund’s performance of its obligations under this Agreement to the extent permitted by law, except as expressly provided otherwise herein. The Company shall bear its expenses relating to the performance of the Company’s obligations under this Agreement to the extent permitted by law, except as expressly provided otherwise herein. All shares of the Designated Portfolios will be duly authorized for issuance and registered in accordance with applicable federal law and, to the extent deemed advisable by the Fund, in accordance with applicable state law, prior to sale.

 

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ARTICLE VII: RULE 22c-2 AGREEMENT

7.1 Definitions. As used in this section of the Agreement relating to Rule 22c-2 under the 1940 Act (the “Rule”), the following terms shall have the following meanings, unless a different meaning is clearly required by the contexts:

 

  (a)

The term “Fund” does not include any “excepted funds” as defined in the Rule, which includes any: (i) money market fund; (ii) fund that issues securities that are listed on a national exchange; or (iii) fund that affirmatively permits short-term trading of its securities, if its prospectus clearly and prominently discloses that the fund permits short-term trading of its securities and that such trading may result in additional costs for the fund. The term “Fund” shall also include the Fund’s designee (i.e., principal underwriter or transfer agent).

 

  (b)

The term “Fund Policies” means policies established by the Fund for the purpose of eliminating or reducing any dilution of the value of the outstanding shares issued by the Designated Portfolio resulting from short-term trading, as described in the applicable Designated Portfolio’s current prospectus.

 

  (c)

The term “Shares” means the interests of Shareholders corresponding to the redeemable securities of record issued by a Designated Portfolio under the 1940 Act that are held through Accounts established by the Company.

 

  (d)

The term “Shareholders” shall mean those contract or policy owners of the Company that hold an interest in a Designated Portfolio, directly or indirectly through Contracts issued by the Company on behalf of the Accounts.

 

  (e)

The term “Shareholder-Initiated Transfer Purchase” means a transaction that is initiated or directed by a Shareholder that results in a transfer of assets within a Contract to a Designated Portfolio, but does not include the following: (i) transactions that are executed automatically pursuant to a contractual or systematic program or enrollment such as transfer of assets within a Contract to a Designated Portfolio as a result of “dollar cost averaging” programs, asset allocation programs or any other automatic rebalancing programs; (ii) required transactions pursuant to a Contract living or death benefit; (iii) one-time step-up in Contract value pursuant to a Contract death or living benefit; (iv) transactions that are executed as a result of allocation of assets to a Designated Portfolio through a Contract as a result of payments such as loan repayments, scheduled contributions, retirement plan salary reduction contributions, or planned premium payments to the Contract; or (v) pre-arranged transfers at the conclusion of a required free look period.

 

  (f)

The term “Shareholder-Initiated Transfer Redemption” means a transaction that is initiated or directed by a Shareholder that results in a transfer of assets within a Contract out of a Designated Portfolio, but does not include the following: (i) transactions that are executed automatically pursuant to a contractual or systematic program or enrollments such as transfers of assets within a Contract out of a Designated Portfolio as a result of annuity payouts, loans, systematic withdrawal programs, asset allocation programs and automatic rebalancing programs; (ii) transactions that are executed as a result of any deduction of charges or fees under a Contract; (iii) transactions within a Contract out of a Designated Portfolio as a result of scheduled withdrawals or surrenders from a Contract; (iv) transactions

 

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that are executed as a result of payment of a death benefit from a Contract; or (v) transactions that are executed as a result of minimum distributions required by applicable federal tax law.

 

  (g)

The term “written” includes electronic and facsimile writings and transmissions and such other means as the Parties may agree from time-to-time.

7.2. Agreement to Provide Information. Company agrees to provide the Fund the taxpayer identification number (“TIN”), the Individual/International Taxpayer Identification Number (“ITIN”) or other government-issued identifier, (or an equivalent identifying number), of any or all Shareholder(s) of the Account, and the amount, date and transaction type (purchase, redemption, transfer, or exchange) of every purchase, redemption, transfer, or exchange of Shares held through an Account maintained by the Company (“Transaction Information”). It is understood that Company intends to provide the Transaction Information regarding each Designated Portfolio daily, but the Fund may, from time to time, make a written request (“Request”) regarding a specific Designated Portfolio or for a specific period in accordance with this Agreement.

Unless otherwise specifically requested by the Fund, Company shall only be required to provide information relating to Shareholder-Initiated Transfer Purchases or Shareholder-Initiated Transfer Redemptions.

7.3 Period Covered by Request. Any Request must set forth a specific period for which the Transaction Information is being sought (the “Covered Period”), but the Covered Period shall not include any day that is earlier than 90 days prior to the day Company received the Request. The Fund may request Transaction Information older than 90 days from the date of the Request as it deems necessary to investigate compliance with Fund Policies.

7.4 Form and Timing of Response/Indirect Intermediaries. Requests must be in “Good Form.” Good Form means the Request (i) is made using the “Request for Information” form attached as Exhibit A, (ii) includes all the information required by the form, except as noted therein; (iii) is signed by a duly authorized officer of the Fund; and (iv) is received by Company.

Company agrees to transmit the Transaction Information on its books and records to the Fund promptly, but in any event not later than five (5) business days, or as otherwise agreed to by the Parties, after receipt of a Request. The format for the Transaction Information provided to the Fund (either daily or as part of a Request) shall be via file transfer protocol (FTP) formal or other agreed upon method.

If requested by the Fund in writing, Company agrees to use best efforts to determine whether any specific Shareholder about whom it has Transaction Information is itself a financial intermediary (“Indirect Intermediary”) and, upon further request by the Fund, to promptly either (i) provide (or arrange to have provided) the Transaction Information for those Shareholders who hold an account with an Indirect Intermediary, or (ii) restrict or prohibit the Indirect Intermediary from purchasing, in nominee name on behalf of others, Shares of the Designated Portfolio. Company additionally agrees to inform the Fund whether it plans to perform (i) or (ii).

7.5 Limitations on Use of Information. The Fund agrees not to use the information received pursuant to this Agreement for any purpose other than as necessary to comply with the provisions of the Rule without prior written consent of Company, or for any purpose not permitted under the privacy provisions of Title V of the Gramm-Leach-Bliley Act (Public Law 106-102) and comparable state laws.

7.6 Agreement to Restrict Trading. Company agrees to execute written instructions from the Fund to restrict or prohibit further purchases or exchanges of Shares by a Shareholder that has been identified by the

 

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Fund as having engaged in transactions of the Fund’s Shares (directly or indirectly through the Company’s Account) that violate Fund Policies.

Any such restrictions or prohibitions shall only apply to Shareholder-Initiated Transfer Purchases or Shareholder-Initiated Transfer Redemptions as set forth in Section 7.2. Company will execute such instructions with respect to the Shareholder, but only for the Contract through which such transactions in the Designated Portfolio’s Shares occurred in violation of the Fund’s Policies.

7.7 Form of Instructions. Instructions to restrict trading must be in “Good Form.” Good Form means that the instructions (i) are made using the “Instructions to Restrict Trading” form attached at Exhibit B; (ii) include all the information required by the form; (iii) are signed by a duly authorized officer of the Fund; and (iv) are received by Company. Upon request of the Company, the Fund agrees to provide to the Company, along with the Instructions to Restrict Trading form, information regarding those trades of the Contract holder that violated the Fund’s Policies.

7.8 Timing of Response. Company agrees to execute instructions as soon as reasonably practicable, but not later than five (5) business days, or as otherwise agreed to by the Parties, after receipt of the instructions by the Company.

7.9 Confirmation by Company. Company will provide written confirmation regarding any instructions executed on behalf of the Fund pursuant to this Agreement. The confirmation will be provided via FTP format as soon as reasonably practicable, but not later than ten (10) business days, or as otherwise agreed to by the Parties, after the instructions have been executed.

ARTICLE VIII: INDEMNIFICATION

8.1 INDEMNIFICATION BY THE COMPANY

(a) The Company agrees to indemnify and hold harmless the Fund and the Adviser, and each person, if any, who controls the Fund or the Adviser within the meaning of such terms under the federal securities laws and any director, trustee, officer, employee or agent of the foregoing (collectively, the “Indemnified Parties” for purposes of this Section 8.1) against any and all losses, claims, expenses, damages, liabilities (including amounts paid in settlement with the written consent of the Company) or actions in respect thereof (including reasonable legal and other expenses), to which the Indemnified Parties may become subject under any statute or regulation, at common law or otherwise, insofar as such losses, claims, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale, acquisition, or holding of the Fund shares or the Contracts and:

(1) arise out of or are based upon any untrue statements or alleged untrue statements of any material fact contained in the registration statement, prospectus or SAI for the Contracts or contained in the Contracts or sales literature or other promotional material for the Contracts (or any amendment or supplement to any of the foregoing), or arise out of or are based upon the omission or the alleged omission to state therein a material fact required to be stated or necessary to make such statements not misleading in light of the circumstances in which they were made; provided that this agreement to indemnify will not apply as to any Indemnified Party if such statement or omission or such alleged statement or omission was made in reliance upon and in conformity with information furnished to the Company by or on behalf of the Fund or the Adviser for use in the registration statement, prospectus or SAI for the Contracts or in the Contracts or sales literature (or any amendment or supplement) or otherwise for use in connection with the sale of the Contracts or Fund shares; or

 

16

(2) arise out of or as a result of statements or representations by or on behalf of the Company (other than statements or representations contained in the Fund registration statement, prospectus, SAI or sales literature or other promotional material of the Fund, or any amendment or supplement to the foregoing, not supplied by the Company or its designee) or wrongful conduct of the Company or persons under its control, with respect to the sale or distribution of the Contracts or Fund shares; or

(3) arise out of untrue statement or alleged untrue statement of a material fact contained in the Fund registration statement, prospectus, SAI or sales literature or other promotional material of the Fund (or amendment or supplement) or the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make such statements not misleading in light of the circumstances in which they were made, if such a statement or omission was made in reliance upon and in conformity with information furnished to the Fund by or on behalf of the Company or its designee; or

(4) arise as a result of any failure by the Company to provide the services and furnish the materials under the terms of this Agreement (including a failure, whether unintentional or in good faith or otherwise, to meet the qualifications specified in Section 2.2 of this Agreement); or

(5) arise out of any material breach of any representation and/or warranty made by the Company in this Agreement or arise out of or result from any other material breach by the Company of this Agreement;

except to the extent provided in Sections 8.1(b) and 8.4 hereof. This indemnification will be in addition to any liability that the Company otherwise may have.

(b) No party will be entitled to indemnification under Section 8.1(a) if such loss, claim, damage, liability or action is due to the willful misfeasance, bad faith, or gross negligence in the performance of such party’s duties under this Agreement, or by reason of such party’s reckless disregard of its obligations or duties under this Agreement.

(c) The Indemnified Parties promptly will notify the Company of the commencement of any litigation, proceedings, complaints or actions by regulatory authorities against them in connection with the issuance, holding or sale of the Fund shares or the Contracts or the operation of the Fund.

8.2 INDEMNIFICATION BY THE ADVISER

(a) The Adviser agrees to indemnify and hold harmless the Company and each person, if any, who controls the Company within the meaning of such terms under the federal securities laws and any director, officer, employee or agent of the foregoing (collectively, the “Indemnified Parties” for purposes of this Section 8.2) against any and all losses, claims, expenses, damages, liabilities (including amounts paid in settlement with the written consent of the Adviser) or actions in respect thereof (including reasonable legal and other expenses) to which the Indemnified Parties may become subject under any statute, regulation, at common law or otherwise, insofar as such losses, claims, damages, liabilities or expenses (or actions in respect thereof) or settlements are related to the sale, acquisition, or holding of the Fund shares or the Contracts and:

(1) arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained in the registration statement, prospectus or SAI for the Fund or sales literature or other promotional material of the Fund (or any amendment or supplement to any of the foregoing), or arise

 

17

out of or are based upon the omission or the alleged omission to state therein a material fact required to be stated or necessary to make such statements not misleading in light of the circumstances in which they were made; provided that this agreement to indemnify will not apply as to any Indemnified Party if such statement or omission or such alleged statement or omission was made in reliance upon and in conformity with information furnished to the Adviser or Fund by or on behalf of the Company for use in the registration statement, prospectus or SAI for the Fund or in sales literature of the Fund (or any amendment or supplement thereto) or otherwise for use in connection with the sale of the Contracts or Fund shares; or

(2) arise out of or as a result of statements or representations (other than statements or representations contained in the Contracts or in the Contract or Fund registration statements, prospectuses or statements of additional information or sales literature or other promotional material for the Contracts, or any amendment or supplement to the foregoing, not supplied by the Adviser or the Fund or persons under the control of the Adviser or the Fund respectively) or wrongful conduct of the Adviser or the Fund or persons under the control of the Adviser or the Fund respectively, with respect to the sale or distribution of the Contracts or Fund shares; or

(3) arise out of any untrue statement or alleged untrue statement of a material fact contained in a registration statement, prospectus, SAI or sales literature or other promotional material covering the Contracts (or any amendment or supplement thereto), or the omission or alleged omission to state therein a material fact required to be stated or necessary to make such statement or statements not misleading in light of the circumstances in which they were made, if such statement or omission was made in reliance upon and in conformity with information furnished to the Company by or on behalf of the Adviser or the Fund or persons under the control of the Adviser or the Fund; or

(4) arise as a result of any failure by the Adviser or Fund to provide the services and furnish the materials under the terms of this Agreement; or

(5) arise out of or result from any material breach of any representation and/or warranty made by the Adviser or the Fund in this Agreement, or arise out of or result from any other material breach of this Agreement by the Adviser or the Fund;

except to the extent provided in Sections 8.2(b) and 8.4 hereof. This indemnification will be in addition to any liability that the Adviser otherwise may have.

(b) No party will be entitled to indemnification under Section 8.2(a) if such loss, claim, damage, liability or action is due to the willful misfeasance, bad faith, or gross negligence in the performance of such party’s duties under this Agreement, or by reason of such party’s reckless disregard or its obligations or duties under this Agreement.

(c) The Indemnified Parties will promptly notify the Adviser and the Fund of the commencement of any litigation, proceedings, complaints or actions by regulatory authorities against them in connection with the issuance, holding or sale of the Contracts or the operation of the Account.

8.3 INDEMNIFICATION BY THE FUND

(a) The Fund agrees to indemnify and hold harmless the Company and each person, if any, who controls the Company within the meaning of such terms under the federal securities laws and any director, officer, employee or agent of the foregoing (collectively, the “Indemnified Parties” for purposes of this Section 8.3) against any and all losses, claims, expenses, damages, liabilities (including amounts paid in settlement with

 

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the written consent of the Fund) or action in respect thereof (including reasonable legal and other expenses) to which the Indemnified Parties may become subject under any statute, regulation, at common law or otherwise, insofar as such losses, claims, damages, liabilities or expenses (or actions in respect thereof) or settlements, are related to the sale, acquisition, or holding of the Fund shares or the Contracts, or operations of the Fund and:

(1) arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained in the registration statement, prospectus or SAI for the Fund or sales literature or other promotional material of the Fund (or any amendment or supplement to any of the foregoing), or arise out of or are based upon the omission or the alleged omission to state therein a material fact required to be stated or necessary to make such statements not misleading in light of the circumstances in which they were made; provided that this agreement to indemnify will not apply as to any Indemnified Party if such statement or omission of such alleged statement or omission was made in reliance upon and in conformity with information furnished to the Adviser or Fund by or on behalf of the Company for use in the registration statement, prospectus or SAI for the Fund or in sales literature of the Fund (or any amendment or supplement thereto) or otherwise for use in connection with the sale of the Contracts or Fund shares; or

(2) arise out of or as a result of statements or representations (other than statements or representations contained in the Contracts or in the Contract or Fund registration statements, prospectuses or statements of additional information or sales literature or other promotional material for the Contracts or of the Fund, or any amendment or supplement to the foregoing, not supplied by the Adviser or the Fund or persons under the control of the Adviser or the Fund respectively) or wrongful conduct of the Adviser or the Fund or persons under the control of the Adviser or the Fund respectively, with respect to the sale or distribution of the Contracts or Fund shares; or

(3) arise out of any untrue statement or alleged untrue statement of a material fact contained in a registration statement, prospectus, SAI or sales literature or other promotional material covering the Contracts (or any amendment or supplement thereto), or the omission or alleged omission to state therein a material fact required to be stated or necessary to make such statement or statements not misleading in light of the circumstances in which they were made, if such statement or omission was made in reliance upon and in conformity with information furnished to the Company by or on behalf of the Adviser or the Fund or persons under the control of the Adviser or the Fund; or

(4) arise as a result of any failure by the Fund to provide the services and furnish the materials under the terms of this Agreement; or

(5) arise out of or result from any material breach of any representation and/or warranty made by the Fund in this Agreement or arise out of or result from any other material breach of this Agreement by the Fund; or

(6) arise out of or result from the incorrect or untimely calculation or reporting of daily net asset value per share or dividend or capital gain distribution rate;

except to the extent provided in Sections 8.3(b) and 8.4 hereof. This indemnification will be in addition to any liability that the Fund otherwise may have.

(b) No party will be entitled to indemnification under Section 8.3(a) if such loss, claim, damage, liability or action is due to the willful misfeasance, bad faith, or gross negligence in the performance of such party’s duties under this Agreement, or by reason of such party’s reckless disregard of its obligations and duties under this Agreement.

 

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(c) The Indemnified Parties will promptly notify the Fund of the commencement of any litigation, proceedings, complaints or actions by regulatory authorities against them in connection with the issuance, holding or sale of the Contracts or the operation of the Account.

8.4 INDEMNIFICATION PROCEDURE

Any person obligated to provide indemnification under this Article VIII (“Indemnifying Party”) for the purpose of this Section 8.4) will not be liable under the indemnification provisions of this Article VIII with respect to any claim made against a party entitled to indemnification under this Article VIII (“Indemnified Party”) for the purpose of this Section 8.4) unless such Indemnified Party will have notified the Indemnifying Party in writing within a reasonable time after the summons or other first legal process giving information of the nature of the claim will have been served upon such Indemnified Party (or after such party will have received notice of such service on any designated agent), but failure to notify the Indemnifying Party of any such claim will not relieve the Indemnifying Party from any liability which it may have to the Indemnified Party against whom such action is brought otherwise than on account of the indemnification provision of this Article VIII, except to the extent that the failure to notify results in the failure of actual notice to the Indemnifying Party and such Indemnifying Party is damaged solely as a result of failure to give such notice. In case any such action is brought against the Indemnified Party, the Indemnifying Party will be entitled to participate, at its own expense, in the defense thereof. The Indemnifying Party also will be entitled to assume the defense thereof, with counsel satisfactory to the party named in the action. After notice from the Indemnifying Party to the Indemnified Party of the Indemnifying Party’s election to assume the defense thereof, the Indemnified Party will bear the fees and expenses of any additional counsel retained by it, and the Indemnifying Party will not be liable to such party under this Agreement for any legal or other expenses subsequently incurred by such party independently in connection with the defense thereof other than reasonable costs of investigation, unless:

(a) the Indemnifying Party and the Indemnified Party will have mutually agreed to the retention of such counsel; or

(b) the named parties to any such proceeding (including any impleaded parties) include both the Indemnifying Party and the Indemnified Party and representation of both parties by the same counsel would be inappropriate due to actual or potential differing interests between them. The Indemnifying Party will not be liable for any settlement of any proceeding effected without its written consent but if settled with such consent or if there is a final judgment for the plaintiff, the Indemnifying Party agrees to indemnify the Indemnified Party from and against any loss or liability by reason of such settlement or judgment. A successor by law of the parties to this Agreement will be entitled to the benefits of the indemnification contained in this Article VIII. The indemnification provisions contained in this Article VIII will survive any termination of this Agreement.

ARTICLE IX: APPLICABLE LAW

9.1 This Agreement will be construed and the provisions hereof interpreted under and in accordance with the laws of the State of New York without reference to its conflicts of law provisions. To the extent that the applicable laws of the State of New York or any of the provisions herein conflict with the applicable provisions of the Act or other federal laws and regulations which may be applicable, the latter shall control. The parties to this Agreement hereby irrevocably agree to submit to the jurisdiction of the courts located in the State of New York for any action or proceeding arising out of this Agreement, and hereby irrevocably agree that all claims in respect of such action or proceeding shall be heard or determined in such courts.

 

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9.2 This Agreement will be subject to the provisions of the 1933 Act, the 1934 Act and the 1940 Act, and the rules and regulations and rulings thereunder, including such exemptions from those statutes, rules and regulations as the Commission may grant and the terms hereof will be interpreted and construed in accordance therewith.

ARTICLE X: TERMINATION

10.1 This Agreement will terminate:

(a) at the option of any party, with or without cause, with respect to one, some or all of the Designated Portfolios, upon six (6) month’s advance written notice to the other parties or, if later, upon receipt of any required exemptive relief or orders from the SEC, unless otherwise agreed in a separate written agreement among the parties; or

(b) at the option of the Company, upon written notice to the other parties, with respect to any Portfolio if shares of the Designated Portfolio are not reasonably available to meet the requirements of the Contracts as determined in good faith by the Company; or

(c) at the option of the Company, upon written notice to the other parties, with respect to any Portfolio in the event any of the Portfolio’s shares are not registered, issued or sold in accordance with applicable state and/or federal law or such law precludes the use of such shares as the underlying investment media of the Contracts issued or to be issued by Company; or

(d) at the option of the Fund, upon written notice to the other parties, upon institution of formal proceedings against the Company by FINRA, the Commission or any other regulatory body regarding the Company’s duties under this Agreement or related to the sale of the Contracts, the administration of the Contracts, the operation of the Account, or the purchase of the Fund shares, provided that the Fund determines in its sole judgment, exercised in good faith, that any such proceeding would have a material adverse effect on the Company’s ability to perform its obligations under this Agreement; or

(e) at the option of the Company, upon written notice to the other parties, upon institution of formal proceedings against the Fund, the Adviser, or the Distributor by FINRA, the Commission or any other regulatory body, provided that the Company determines in its sole judgment, exercised in good faith, that any such proceeding would have a material adverse effect on the Fund’s or the Adviser’s ability to perform its obligations under this Agreement; or

(f) at the option of the Company, upon written notice to the other parties, with respect to any Designated Portfolio, if a Designated Portfolio ceases to qualify as a Regulated Investment Company under Subchapter M of the Code, or under any successor or similar provision, or if the Company reasonably and in good faith believes that the Designated Portfolio may fail to so qualify; or

(g) at the option of any party to this Agreement, upon written notice to the other parties, upon another party’s material breach of any provision of this Agreement; or

(h) at the option of the Company, if the Company determines in its sole judgment exercised in good faith that the Fund, the Adviser or Distributor has suffered a material adverse change in its business, operations or financial condition since the date of this Agreement or is the subject of material adverse publicity which is likely to have a material adverse impact upon the business and operations of the Fund, Adviser or Distributor and hence to the Company; or

 

21

(i) at the option of the Fund or the Adviser, if the Fund or Adviser respectively, determines in its sole judgment exercised in good faith that the Company has suffered a material adverse change in its business, operations or financial condition since the date of this Agreement or is the subject of material adverse publicity which is likely to have a material adverse impact upon the business and operations of the Fund or the Adviser, such termination to be effective sixty (60) days’ after receipt by the other parties of written notice of the election to terminate.

10.2 NOTICE REQUIREMENT

No termination of this Agreement will be effective unless and until the party terminating this Agreement gives prior written notice to all other parties of its intent to terminate, which notice will set forth the basis for the termination.

10.3 EFFECT OF TERMINATION

Notwithstanding any termination of this Agreement, the Fund, the Adviser and the Distributor will, at the option of the Company, continue to make available additional shares of the Fund pursuant to the terms and conditions of this Agreement, for all Contracts in effect on the effective date of termination of this Agreement (hereinafter referred to as “Existing Contracts”). Specifically, without limitation, the owners of the Existing Contracts will be permitted to reallocate investments in the Designated Portfolios (as in effect on such date), redeem investments in the Designated Portfolios and/or invest in the Designated Portfolios upon the making of additional purchase payments under the Existing Contracts.

10.4 SURVIVING PROVISIONS

Notwithstanding any termination of this Agreement, each party’s obligations under Article VIII to indemnify other parties will survive and not be affected by any termination of this Agreement. In addition, with respect to Existing Contracts, all provisions of this Agreement also will survive and not be affected by any termination of this Agreement.

ARTICLE XI: NOTICES

Any notice will be deemed duly given when sent by registered or certified mail to the other party at the address of such party set forth below or at such other address as such party may from time to time specify in writing to the other parties.

 

22

If to the Company:

American General Life Insurance Company

2727-A Allen Parkway

Houston, TX 77019

Attn: Legal Department

If to the Fund:

SunAmerica Series Trust

One World Trade Center

285 Fulton Street, Suite 49M

New York, NY 10007

Attention: General Counsel

If to the Adviser:

SunAmerica Asset Management, LLC

One World Trade Center

285 Fulton Street, Suite 49M

New York, NY 10007

Attention: General Counsel

ARTICLE XII: MISCELLANEOUS

12.1 All persons dealing with the Fund must look solely to the property of the Fund for the enforcement of any claims against the Fund as neither the directors, officers, agents or shareholders assume any personal liability for obligations entered into on behalf of the Fund.

12.2 The Fund and the Adviser acknowledge that the identities of the customers of the Company or any of its affiliates (collectively the “Protected Parties” for purposes of this Section 12.2), information maintained regarding those customers, and all computer programs and procedures developed by the Protected Parties or any of their employees or agents in connection with the Company’s performance of its duties under this Agreement are the valuable property of the Protected Parties. The Fund and the Adviser agree that if they come into possession of any list or compilation of the identities of or other information about the Protected Parties’ customers, or any other property of the Protected Parties, other than such information as may be independently developed or compiled by the Fund or the Adviser from information supplied to them by the Protected Parties’ customers who also maintain accounts directly with the Fund or the Adviser, the Fund and the Adviser will hold such information or property in confidence and refrain from using, disclosing or distributing any of such information or other property except: (a) with the Company’s prior written consent; or (b) as required by law or judicial process. The Fund and the Adviser acknowledge that any breach of the agreements in this Section 12.2 would result in immediate and irreparable harm to the Protected Parties for which there would be no adequate remedy at law and agree that in the event of such a breach, the Protected Parties will be entitled to equitable relief by way of temporary and permanent injunctions, as well as such other relief as any court of competent jurisdiction deems appropriate.

12.3 The captions in this Agreement are included for convenience of reference only and in no way define or delineate any of the provisions hereof or otherwise affect their construction or effect.

 

23

12.4 This Agreement may be executed simultaneously in two or more counterparts, each of which taken together will constitute one and the same instrument.

12.5 If any provision of this Agreement will be held or made invalid by a court decision, statute, rule or otherwise, the remainder of the Agreement will not be affected thereby.

12.6 This Agreement will not be assigned by any party hereto without the prior written consent of all the parties hereto.

12.7 The rights, remedies and obligations contained in this Agreement are cumulative and are in addition to any and all rights, remedies and obligations, at law or in equity, which the parties hereto are entitled to under state and federal law.

12.8 The parties to this Agreement acknowledge and agree that this Agreement shall not be exclusive in any respect.

12.9 Each party to this Agreement will cooperate with each other party and all appropriate governmental authorities (including without limitation the Commission, FINRA and state insurance regulators) and will permit each other and such authorities reasonable access to its books and records in connection with any investigation or inquiry relating to this Agreement or the transactions contemplated hereby.

12.10 Each party represents that the execution and delivery of this Agreement and the consummation of the transactions contemplated herein have been duly authorized by all necessary corporate or board action, as applicable, by such party and when so executed and delivered this Agreement will be the valid and binding obligation of such party enforceable in accordance with its terms.

12.11 The schedules to this Agreement (each, a “Schedule,” collectively, the “Schedules”) form an integral part hereof and are incorporated herein by reference. The parties to this Agreement may agree in writing to amend the Schedules to this Agreement from time to time to reflect changes in or relating to the Contracts, the Accounts or the Designated Portfolios of the Fund or other applicable terms of this Agreement. References herein to any Schedule are to the Schedule then in effect, taking into account any amendments thereto.

12.12 Each Designated Portfolio agrees to consult in advance with the Company concerning any decision to elect or not to pass through the benefit of any foreign tax credits to the Designated Portfolio’s shareholders pursuant to Section 853 of the Code.

 

24

IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be executed in its name and behalf by its duly authorized representative as of the date first above-written.

 

SUNAMERICA SERIES TRUST

By:   /s/ Kate Fuentes        

Name: Kate Fuentes

Title: Chief Legal Officer, Vice President and Secretary

 

SUNAMERICA ASSET MANAGEMENT, LLC

By:   /s/ John Genoy        

Name: John Genoy

Title: President and Chief Operating Officer

 

AMERICAN GENERAL LIFE INSURANCE COMPANY

By:                 

Name: Bryan Pinsky

Title: President

IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be executed in its name and behalf by its duly authorized representative as of the date first above-written.

 

SUNAMERICA SERIES TRUST

By:                  

Name: Kate Fuentes

Title: Chief Legal Officer, Vice President and Secretary

 

SUNAMERICA ASSET MANAGEMENT, LLC

By:                  

Name: John Genoy

Title: President and Chief Operating Officer

 

AMERICAN GENERAL LIFE INSURANCE COMPANY

By:    /s/ Bryan Pinsky        

Name: Bryan Pinsky

Title: President

Exhibit A

Request for Information Form

We hereby request that American General Life Insurance Company provide the Transaction Information indicated below.

Please provide the following information about the Transaction Information requested:

 

     Contract Number*   

             

  Tax Identification Number**:   

             

  Fund Name:   

             

  Portfolio Name:   

             

  Portfolio Manager:   

             

  Covered Period***:   

             

 

 

 

Requesting Person****:   

             

Signature:   

             

Date:   

             

Telephone Number:   

             

Facsimile Number:   

             

 

*

or participant account number if applicable. Failure to complete this item shall not prevent this Form from being in Good Form.

**

or Individual/International Taxpayer Identification Number (ITIN), other government-issued identifier or equivalent identifying number. Failure to complete this item shall not prevent this Form from being in Good Form.

***

the covered period shall not include any day that is earlier than 180 days prior to the day Intermediary received this form in Good Form.

****

person must be duly authorized person as previously provided by the Fund.

PLEASE E-MAIL THIS FORM TO SaamcoLegal@venerable.com,

ATTENTION “RULE 22C-2 INFORMATION REQUEST”

PLEASE COMPLETE EACH ITEM.

INCOMPLETE FORMS WILL NOT BE PROCESSED.

Exhibit B

Instructions to Restrict Trading Form

American General Life Insurance Company is hereby instructed to restrict purchase or exchanges into the Fund indicated below by the Contract indicated below.

Please provide the following information about the Contract to be restricted:

 

       Contract Number*   

             

   Tax Identification Number**:   

             

Please provide the following information about the Portfolio to be restricted:

 

        Fund Name:   

             

   Portfolio Name:   

             

   Portfolio Manager:       

             

Please provide the following information about the time period for which trading should be restricted:

 

        Start Date***:         

             

   End Date:   

             

 

 

Requesting Person****:   

             

Signature:   

             

Date:   

             

Telephone Number:   

             

Facsimile Number:   

             

 

*

or participant account number if applicable.

**

or Individual/International Taxpayer Identification Number (ITIN), other government-issued identifier or equivalent identifying number.

***

Start date will be no earlier than 48 hours after receipt of form in “Good Form.”

****

person must be duly authorized person as previously provided by the Fund.

PLEASE E-MAIL THIS FORM TO SaamcoLegal@venerable.com,

ATTENTION “RULE 22C-2 RESTRICTION”

PLEASE COMPLETE EACH ITEM.

INCOMPLETE FORMS WILL NOT BE PROCESSED.

Schedule A

The following Separate Accounts and associated Contracts of American General Life Insurance Company are permitted in accordance with the provisions of this Agreement to invest in Designated Portfolios of the Fund shown in Schedule B:

NAME OF SEPARATE ACCOUNT CONTRACTS FUNDED BY SEPARATE ACCOUNT

Variable Separate Account

Variable Annuity Account Five

Variable Annuity Account Seven

Variable Annuity Account Nine

AGL Separate Account VL-R

Schedule B

The Separate Account(s) shown on Schedule A may invest in the following Portfolio(s) of the Fund.

 

SA AB Growth Portfolio    SA JPMorgan Mid-Cap Growth Portfolio
SA AB Small & Mid Cap Value Portfolio    SA JPMorgan Diversified Balanced Portfolio
SA American Funds Asset Allocation Portfolio    SA JPMorgan Emerging Markets Portfolio
SA American Funds Global Growth Portfolio    SA JPMorgan Equity-Income Portfolio
SA American Funds Growth Portfolio    SA JPMorgan Large Cap Core Portfolio
SA American Funds Growth-Income Portfolio    SA JPMorgan MFS Core Bond Portfolio
SA American Funds VCP Managed Allocation Portfolio    SA JP Morgan Ultra-Short Bond Portfolio
SA BlackRock Multi-Factor 70/30 Portfolio    SA Large Cap Growth Index Portfolio
SA Emerging Markets Equity Index Portfolio    SA Large Cap Index Portfolio
SA Federated Hermes Corporate Bond Portfolio    SA Large Cap Value Index Portfolio
SA Fidelity Institutional AM® Global Equities Portfolio    SA MFS Large Cap Growth Portfolio
SA Fidelity Institutional AM® International Growth Portfolio    SA MFS Massachusetts Investors Trust Portfolio
SA Fidelity Institutional AM® Real Estate Portfolio    SA MFS Total Return Portfolio
SA Fixed Income Index Portfolio    SA Mid Cap Index Portfolio
SA Fixed Income Intermediate Index Portfolio    SA Morgan Stanley International Equities Portfolio
SA Franklin BW U.S. Large Cap Value Portfolio    SA PIMCO Global Bond Opportunities Portfolio
SA Franklin Small Company Value Portfolio    SA PIMCO RAE International Value Portfolio
SA Franklin Systematic U.S. Large Cap Core Portfolio    SA PineBridge High-Yield Bond Portfolio
SA Franklin Systematic U.S. Large Cap Value Portfolio    SA Putnam International Value Portfolio
SA Franklin Tactical Opportunities Portfolio    SA Schroders VCP Global Allocation Portfolio
SA Global Index Allocation 60/40 Portfolio    SA Small Cap Index Portfolio
SA Global Index Allocation 75/25 Portfolio    SA T. Rowe Price Allocation Moderately Aggressive Portfolio
SA Global Index Allocation 90/10 Portfolio    SA T. Rowe Price VCP Balanced Portfolio
SA Goldman Sachs Government and Quality Bond Portfolio    SA VCP Dynamic Allocation Portfolio
SA Goldman Sachs Multi-Asset Insights Portfolio    SA VCP Dynamic Strategy Portfolio
SA Index Allocation 60/40 Portfolio    SA VCP Index Allocation Portfolio
SA Index Allocation 80/20 Portfolio    SA Wellington Capital Appreciation Portfolio
SA Index Allocation 90/10 Portfolio    SA Wellington Strategic Multi-Asset Portfolio
SA International Index Portfolio     
SA Invesco Growth Opportunities Portfolio     
SA Janus Focused Growth Portfolio     
 EX-99.(N)(1) 4 d43210dex99n1.htm CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, PRICEWATERHOUSECOOPERS Consent of Independent Registered Public Accounting Firm, PricewaterhouseCoopers

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in this Post-Effective Amendment No. 23 to the Registration Statement on Form N-6 (No. 333-196172) (the “Registration Statement”) of our report dated March 20, 2026 relating to the statutory basis financial statements of American General Life Insurance Company and consent to the incorporation by reference in the Registration Statement of our report dated April 20, 2026 relating to the financial statements of each of the subaccounts of Separate Account VL-R indicated in our report. We also consent to the references to us under the headings “Financial Statements” in such Registration Statement.

/s/ PricewaterhouseCoopers LLP

New York, New York

April 23, 2026

EX-99.(Q)(1) 5 d43210dex99q1.htm DESCRIPTION OF ISSUANCE, TRANSFER AND REDEMPTION Description of Issuance, Transfer and Redemption

Description of American General Life Insurance Company’s

Issuance, Transfer and Redemption Procedures

for the Variable Universal Life Insurance Policies

Pursuant to Rule 6e-3(T)(b)(12)(iii)

under the Investment Company Act of 1940

As of May 1, 2026

Set forth below is the information called for under Rule 6e-3(T)(b)(12)(iii) under the Investment Company Act of 1940 (“1940 Act”). That rule provides an exemption for separate accounts, their investment advisers, principal underwriters and sponsoring insurance companies from Sections 22(c), 22(d), 22(e), and 27(c)(1) of the 1940 Act, and Rule 22(c)-1 promulgated thereunder, for issuance, transfer and redemption procedures under flexible premium variable life insurance policies to the extent necessary to comply with Rule 6e-3(T), state administrative law or established administrative procedures of the life insurance company. In order to qualify for the exemption, procedures must be reasonable, fair and nondiscriminatory and they must be disclosed in the registration statement filed by the separate account.

Net premiums received by American General Life Insurance Company (“AGL”) under its flexible premium variable universal life insurance policies (the “Policies”) are invested in Separate Account VL-R (the “Account”) of AGL. The Account is registered under the 1940 Act. Within the Account are investment divisions. New investment divisions may be added and investment divisions may be removed. Procedures apply equally to each investment division and for purposes of this description are defined in terms of the Account, except where a discussion of both the Account and its investment divisions is necessary. Each investment division invests in shares of a corresponding portfolio from among 150 funds (individually, a “Fund,” and collectively, the “Funds”), each a “series” type of mutual fund registered under the 1940 Act. All of the Funds in the Account are not available under all of the Policies. The investment experience of the investment divisions of the Account depends upon the market performance of the corresponding Fund portfolios. Although the Policies may also provide for fixed benefits supported by AGL’s General Account, except as otherwise explicitly stated herein, this description assumes that net premiums are allocated exclusively to the Account and that all transactions involve only the investment divisions of the Account.

AGL believes its procedures meet the requirements of Rule 6e-3(T)(b)(12)(iii) and states the following:

1.  Because of the insurance nature of the Policies and due to the requirements of state insurance laws, the procedures necessarily differ in significant respects from procedures for mutual funds and contractual plans for which the 1940 Act was designed.

2.  In structuring its procedures to comply with Rule 6e-3(T) and state insurance laws, AGL has attempted to comply with the intent of the 1940 Act to the extent deemed feasible.

3.  In general, state insurance laws require that AGL’s procedures be reasonable, fair and nondiscriminatory.

 

1

4.  Because of the nature of the insurance product, it is often difficult to determine precisely when AGL’s procedures deviate from those required under Sections 22(c), 22(d), 22(e) or 27(c)(1) of the 1940 Act or Rule 22c-1 thereunder. Accordingly, set out below is a summary of the principal Policy provisions and procedures which may be deemed to constitute, either directly or indirectly, such a deviation. The summary, while extensive, does not attempt to treat each and every procedure or variation which might occur and does include certain procedural steps which do not constitute deviations from the above-cited sections or rule.

I.  “PUBLIC OFFERING PRICE”: PURCHASE AND RELATED TRANSACTIONS – SECTION 22(d) AND RULE 22c-1

This section outlines those principal Policy provisions and administrative procedures which might be deemed to constitute, either directly or indirectly, a “purchase” transaction. Because of the insurance nature of the Policies, the procedures involved necessarily differ in certain significant respects from the purchase procedures for mutual funds and contractual plans. The chief differences revolve around the structure of the cost of insurance charges and the insurance underwriting (i.e., evaluation of risk) process. There are also certain Policy provisions--such as reinstatement and loan repayment -- which do not result in the issuance of a Policy but which require certain payments by the Policy owner and involve a transfer of assets supporting the Policy reserve into the Account.

 

  a.

INSURANCE CHARGES AND UNDERWRITING STANDARDS

Cost of insurance charges for AGL’s Policies will not be the same for all Policy owners. The chief reason is that the principle of pooling and distribution of mortality risks is based upon the assumption that each Policy owner pays a cost of insurance charge commensurate with the insured’s mortality risk which is actuarially determined based upon factors such as age, sex and risk class of the insured and the face amount size band of the Policy. In the context of life insurance, a uniform mortality charge (the “cost of insurance charge”) for all insureds would discriminate unfairly in favor of those insureds representing greater mortality risks to the disadvantage of those representing lesser risks. Accordingly, although there will be a uniform “public offering price” for all Policy owners, because premiums are flexible and amounts allocated to the Account will be subject to the same charges as described above), there will be a different “price” for each actuarial category of Policy owners because different cost of insurance rates will apply. The “price” will also vary based on net amount at risk. The Policies will be offered and sold pursuant to this cost of insurance schedule and AGL’s underwriting standards and in accordance with state insurance laws. Such laws prohibit unfair discrimination among insureds, but recognize that premiums must be based upon factors such as age, sex, health and occupation. A table showing the maximum cost of insurance charges will be delivered as part of the Policy.

 

  b.

APPLICATION AND INITIAL PREMIUM PROCESSING

This section is no longer described as a procedure because the flexible premium variable universal life insurance Policies are no longer sold.

 

2

  c.

ANNIVERSARY AND PREMIUM PROCESSING

At each monthly anniversary, AGL will credit the unloaned portion of the declared fixed interest account with any interest accrued on loan amounts during the previous Policy month. Charges against the cash value for administrative expenses, additional benefits and cost of insurance charges will also be made. These deductions cover the cost of the Policy for the next month.

Net premiums are credited to the cash value as of the date the premium payments are received by AGL. The initial net premium is allocated to the Money Market division until 15 days after the issue date, regardless of the Policy owner’s premium allocation instructions. Net premiums are equal to the gross premiums minus deductions for applicable state and local taxes and sales expenses.

Premium payments may be made at any time and for any amount, within certain limits. Premium payments must generally be at least $50 (some states may have lower limits) and may not be more than those allowed under the Internal Revenue Code for the Policy to continue to qualify as life insurance. AGL makes deductions from each premium for sales expenses (a percent of each premium paid during any Policy year until total premiums for that Policy year equal the target premium for the particular Policy) and for any applicable premium tax, the amount of which varies from jurisdiction to jurisdiction.

AGL will apply as much of each premium it receives as possible to the Policy without allowing a violation of the “seven-pay test.” AGL will refund the remainder of the premium to the Policy owner within 10 days, unless the owner contacts the Administrative Center during a 30 day notice period expressing that it is the owner’s intent to have the Policy classified as a modified endowment contract. AGL will then apply the remainder of the premium to the Policy effective on the date that the Administrative Center receives such notification.

 

  d.

REINSTATEMENT

If the Policy has lapsed, it may be reinstated while the insured person is alive if the Policy owner 1) requests reinstatement within 5 years from the end of the grace period, 2) provides satisfactory evidence of insurability and 3) makes a premium payment sufficient to satisfy any overdue monthly cost of insurance charges and also sufficient to keep the Policy in force for at least 2 months after reinstatement. The effective date of the reinstated Policy will be the beginning of the Policy month which coincides with, or next follows the date AGL approves the reinstatement application. Upon reinstatement, the maximum surrender charge for the Policy will be reduced by the amount of all surrender charges previously imposed on the Policy, and for purposes of determining any future surrender charges on the Policy, the Policy will be deemed to have been in effect since the original effective date. The Policy owner has the option to reinstate or pay any Policy indebtedness.

 

3

  e.

REPAYMENT OF LOAN

A loan made under the Policy may be repaid with an amount equal to the original loan plus loan interest.

 

  f.

CORRECTION OF MISSTATEMENT OF AGE OR SEX

If AGL discovers that the age or sex of the insured has been misstated, the death benefit and any rider benefits will be those which would be purchased by the most recent deduction for the cost of insurance and the cost of rider benefits at the correct age and sex.

 

  g.

CONTESTABILITY

The Policy is contestable for two years, measured from the issue date, during the lifetime of the insured for material misstatements made in the initial application for the Policy. Policy changes (including Policy increases) may be contested for two years after the effective date of the change, and a reinstatement for two years after the effective date of the reinstatement. No statement will be used to contest a Policy unless it is contained in an application. AGL may not be restricted by the foregoing time limitations in the event of fraud.

 

  h.

REDUCTION IN COST OF INSURANCE RATE CLASSIFICATION

By administrative practice, where contractually allowed AGL will reduce the cost of insurance rate classification for an outstanding Policy if new evidence of insurability demonstrates that the Policy owner qualifies for a lower classification. After the reduced rating is determined, the Policy owner will pay a lower monthly cost of insurance charge.

II. “REDEMPTION PROCEDURES”: SURRENDER AND RELATED TRANSACTIONS

This section will outline those procedures which differ in certain significant respects from redemption procedures for mutual funds and contractual plans. AGL’s Policies provide for the payment of monies to a Policy owner or beneficiary upon presentation of a Policy. Generally, except for the payment of death benefits, the imposition of cost of insurance, administrative and transaction charges and the effects of the surrender charge, the payee will receive a pro rata or proportionate share of the Account’s assets within the meaning of the 1940 Act in any transaction involving “redemption procedures.” The amount received by the payee will depend upon the particular benefit for which the Policy is presented, including, for example, the cash surrender value or death benefit. There are also certain Policy provisions — such as partial withdrawals and the loan privilege — under which the Policy will not be presented to AGL but which will affect the Policy owner’s benefits and may involve a transfer of the assets supporting the Policy reserve out of the Account. Any combined transactions on the same day which counteract the effect of each other will be allowed. AGL will assume the Policy owner is aware of the conflicting nature of these transactions and desires their combined result. In addition, if a transaction is requested which AGL will not allow (for example, a request for a decrease in face amount which lowers the face amount below AGL’s minimum) AGL will reject the whole request and not just the portion which causes the disallowance. Policy owners will be informed

 

4

of the rejection and will have an opportunity to give new instructions. Finally, state insurance laws may require that certain requirements be met before AGL is permitted to make payments to the payee.

A portion of Policy owner requests for full surrender of Policy cash values are currently processed by staff at DXC and Accenture. DXC and Accenture operate as a TPA for Corebridge with the work performed in Manila, Philippines. All transactions processed by a TPA are held to the same internal controls and quality levels and are completed following procedures that are identical to those completed at our domestic Corebridge Administrative Center, however DXC is only able to approve disbursements up to $500k Accenture up to $1,000,000 with the rest coming to Corebridge for approval. Oversight for the transactions processed at any TPA remains the responsibility of Corebridge management.

 

  a.

SURRENDER FOR CASH VALUES

AGL will generally pay the net cash surrender value within seven days after receipt, at its Administrative Center, of the Policy and a signed request for surrender in Good Order. Computations with respect to the investment experience of each investment division will be made at the close of trading on the composite tape for each Business Day that the New York Stock Exchange is open (“Business Day”). This will enable AGL to pay a net cash value on surrender as of the date a request for surrender and the Policy are received based on the next computed value after a request is received. The surrender is effective on the Business Day AGL receives the request at its Administrative Center and insurance coverage ends on that Business Day.

The Policy’s value (which is equal to the cash surrender value plus any applicable surrender charge) may increase or decrease from day to day depending on the investment experience of the Account. Calculation of the cash value for any given day will reflect the actual premiums paid, expenses charged and deductions taken.

If a Policy is totally surrendered AGL will pay the Policy owner an amount equal to the net cash surrender value of the Policy. The net cash surrender value of a Policy is equal to the cash surrender value of the Policy less the amount of any outstanding Policy loan and accrued interest. The cash surrender value of a Policy will equal the amount of the cash value less the surrender charge. AGL will make the payment of net cash surrender value out of its General Account and, at the same time, transfer assets from the Account to the General Account in an amount equal to the Policy reserves in the Account for the surrendered Policy, or the portion of the face amount that was reduced.

In lieu of payment of the net cash surrender value in a single sum upon surrender of a Policy, where policy contracts allow, an election may be made to apply all or a portion of the proceeds under one of the fixed benefit payment options described in the Policies. The election may be made by the Policy owner during the insured person’s lifetime, or, if no election is in effect at the insured person’s death, by the beneficiary. An option in effect at death may not be changed to another form of benefit after death. The settlement options are subject to the restrictions and limitations set forth in the Policies.

 

5

The Policy contains a partial withdrawal feature after the first Policy year, subject to a minimum withdrawal amount and other conditions. Any request for a partial withdrawal must be in writing to AGL’s Administrative Center and will take effect as of the day it is received. A partial withdrawal will reduce the death benefit, cash value and cash surrender value associated with the Policy by the amount of the withdrawal plus a charge for administrative expenses associated with it. After such a withdrawal, the Policy must meet minimum face amount requirements and must continue to qualify as life insurance under applicable tax law.

 

  b.

DEATH CLAIMS

AGL will pay a death benefit to the beneficiary generally within seven days after receipt, at its Administrative Center, of the Policy, due proof of death of the insured, and all other requirements necessary to make payment.1

The death benefit payable will depend on the option in effect at the time of death. Under Option 1, the death benefit is the greater of the face amount of insurance and a percentage multiple of the accumulation value. Under Option 2, the death benefit is the greater of the face amount of insurance plus the accumulation value and a percentage multiple of the accumulation value. Under Option 3, the death benefit is the greater of (1) the sum of the death benefit under Option 1 plus the cumulative amount of premiums paid for the Policy and any riders, and (2) and a percentage multiple of the accumulation value. The percentage referred to is the applicable percentage from a table published for the insured person’s age (as of his or her nearest birthday) at the beginning of the Policy year of determination.

The proceeds payable to the beneficiary will be adjusted to reflect any outstanding indebtedness and any overdue monthly charges if death occurs during the grace period described below under “Default and Options on Lapse.” The proceeds payable on death also reflect interest from the date of death to the date of payment.

AGL will make payment of the death benefit out of its General Account, and will transfer assets from the Account to the General Account in an amount equal to the reserve for that Policy in the Account. The excess, if any, of the death benefit over the amount transferred will be paid out of the General Account reserve maintained for that purpose.

In lieu of payment of the death benefit in a single sum, a settlement option may be selected as described immediately above with respect to cash surrender values.

 

  c.

DEFAULT AND OPTIONS ON LAPSE

The duration of insurance coverage depends upon either: (1) the net cash surrender value of a Policy being sufficient to cover the monthly charges, or (2) any applicable no lapse

 

1 State insurance laws impose various requirements before payment of the death benefit may be made. In addition, payment of the death benefit is subject to the provisions of the Policies regarding suicide and incontestability.

 

6

guarantee provision, provided its terms are satisfied. If the net cash surrender value at the beginning of a month is less than the charges for that month and/or the Policy’s no lapse guarantee provision has not been met (if the policy has such a provision), a grace period of 6l days will begin. Written notice will be sent to the Policy owner, any assignee, and secondary addressee, as applicable, on AGL’s records stating that such a grace period has begun and giving the approximate amount of premium payments necessary to keep the Policy in force for a reasonable period of time. If this amount is not received during the grace period, any amount of cash value will be withdrawn and applied to applicable charges and the Policy will end without value. If the insured should die during the grace period, an amount sufficient to cover the overdue monthly charges and other charges will be deducted from the death benefit.

 

  d.

POLICY LOAN

AGL’s Policies provide that a Policy owner may take a loan of up to 100% of the cash surrender value less AGL’s estimate of three month’s charges and less the interest payable on the Policy loan that is payable through the next Policy anniversary, upon assignment to AGL of the Policy as sole security. The cash surrender value, for this purpose will be computed on the Business Day after receipt, at AGL’s Administrative Center, of a signed loan request in Good Order. Payment of the loan out of AGL’s General Account will be made to the Policy owner within seven days after such receipt.

Interest on a loan accrues daily at an effective annual interest rate, which is adjusted annually. A rate will be determined as of the beginning of each Policy year and will apply to a new or outstanding loan during that Policy year. The maximum annual loan interest rate varies by product.2

Loan interest is due on each Policy anniversary. If not paid when due, it is added to the existing indebtedness and bears interest at the loan rate. Failure to repay a loan will not necessarily terminate the Policy. If the net cash surrender value of the Policy is not sufficient to cover the monthly charges for the cost of insurance and administrative expenses, the Policy will go into a grace period, as described above (subject to any applicable no lapse guarantee provision).

 

2 Platinum Investor III and Platinum Choice VUL 2 will generally be no greater than 4.75%; EquiBuilder III will be the greater of 51⁄2% or the Monthly Average Corporate yield published by Moody’s Investor Services, Inc., as an annualized percentage of the outstanding loan amount and unpaid loan interest.

 

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  e.

TRANSFERS AMONG DIVISIONS

Amounts may be transferred, upon request, on any Business Day from any investment division of the Account to one or more other divisions of the Account. The minimum amount allowed for a transfer is the lesser of the minimum amount shown in a Policy (usually $500) and the total value in the investment division. Subject to current market timing restrictions, the first 12 transfers in any one Policy year are free of charge. AGL will charge $25 for each transfer in excess of 12 per year.

Transfer charges, if any, will be subtracted equally among the divisions from which transfers are made.

Transfers from an investment division of the Account will take effect as of the receipt of a request at AGL’s Administrative Center.

 

  f.

MARKET TIMING PROCEDURES AND FUND-INITIATED RESTRICTIONS

Market timing. The Policy is not designed for professional market timing organizations or other entities or individuals using programmed and frequent transfers involving large amounts. Market timing carries risk with it, including:

 

  •  

dilution in the value of Fund shares underlying investment options of other Policy owners;

 

  •  

interference with the efficient management of the Fund’s portfolio; and

 

  •  

increased administrative costs.

We have policies and procedures that require us to monitor the Policies to determine if a Policy owner requests:

 

  •  

an exchange out of a variable investment option, other than the money market investment option, within two calendar weeks of an earlier exchange into that same variable investment option;

 

  •  

an exchange into a variable investment option, other than the money market investment option, within two calendar weeks of an earlier exchange out of that same variable investment option; or

 

  •  

exchanges into or out of the same variable investment option, other than the money market investment option, more than twice in any one calendar quarter.

If any of the above transactions occurs, we will suspend such Policy owner’s same day or overnight delivery transfer privileges (including website, email and facsimile communications) with prior notice to prevent market timing efforts that could be harmful to other Policy owners or

 

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beneficiaries. Such notice of suspension will take the form of either a letter mailed to your last known address, or a telephone call from our Administrative Center to inform you that effective immediately, your same day or overnight delivery transfer privileges have been suspended. A Policy owner’s first violation of this policy will result in the suspension of Policy transfer privileges for ninety days. A Policy owner’s subsequent violations of this policy will result in the suspension of Policy transfer privileges for six months. Transfers under dollar cost averaging, automatic rebalancing or any other automatic transfer arrangements to which we have agreed are not affected by these procedures.

The procedures above will be followed in all circumstances and we will treat all Policy owners the same.

Restrictions initiated by the Funds. The Funds have policies and procedures restricting transfers into the Fund. For this reason or for any other reason the Fund deems necessary, a Fund may instruct us to reject a Policy owner’s transfer request. Additionally, a Fund may instruct us to restrict all purchases or transfers by a particular Policy owner, whether into or out of the Fund. We will follow the Fund’s instructions.

 

  g.

RIGHT OF WITHDRAWAL PROCEDURES

This section is omitted because no new flexible premium variable universal life insurance policies are issued.

 

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