Common use of Benefit Trust Clause in Contracts

Benefit Trust. (a) The Company acknowledges and agrees that Benefit Trust (and its Authorized Persons, as defined below)·shall be authorized, and is hereby authorized, to (i) transact (including, without limitation, giving instructions for the purchase, sale, exchange, and transfer of shares of the Portfolios), and submit other instructions with respect to, the Vanguard Account(s), including, without limitation, submitting instructions, information requests, transaction requests, and administrative requests (regardless of how received) with respect to each such Vanguard Account, (ii) open and register accounts in the Portfolios in connection with the Company and the Accounts, and (iii) sign any required documentation in connection with any of the foregoing, without any obligation on the part of the Sponsor, the Distributor or the Fund to confirm any such action with the Company, or to confirm that such action was at the direction of, or authorized by, the Company or any Account. Without limiting the foregoing, Benefit Trust shall be able to perform, with respect to the Vanguard Accounts, any activity permitted under the Benefit Trust DCC&S Agreement or that an intermediary is permitted to perform under the Sponsor’s then-current applicable policies and procedures. With respect to all requests and instructions (including, without limitation, any transaction instructions) believed by TRANSAMERICA PREMIER LIFE INSURANCE COMPANY AMENDMENT TO XXXX XX 0000000 the Sponsor to have been received by it from Benefit Trust or its Authorized Persons in connection with a Vanguard Account (regardless of how received), the Sponsor shall be authorized and entitled to rely and act upon such requests and instructions (and shall not be obligated to notify or consult the Company regarding such requests and instructions), and the Sponsor, the Distributor, and the Fund shall have no liability to the Company or the Accounts in connection with any actions taken in accordance with such requests and instructions. All orders, and any other transactions or other activity, received by the Sponsor through the National Securities Clearing Corporation’s Fund/SERV or NETWORKING systems in relation to the Vanguard Accounts shall be deemed to have been submitted to the Sponsor by Benefit Trust. The Company acknowledges that, pursuant to the Sponsor’s requirements, Benefit Trust will designate persons entitled to act on Benefit Trust’s behalf (such designated persons, Benefit Trust’s “Authorized Persons”). (b) The Company acknowledges that the Sponsor requires that any activities of Benefit Trust in connection with the Vanguard Accounts, including with respect to transactions by the Accounts involving shares of the Portfolios, be subject to an appropriate Defined Contribution Clearance & Settlement Agreement by and between the Sponsor and Benefit Trust, and that an appropriate Defined Contribution Clearance & Settlement Agreement must be and remain in effect in order for Benefit Trust to act on the Vanguard Accounts as contemplated under this Agreement. For the purposes of this Section 1.13(b), an “appropriate Defined Contribution Clearance & Settlement Agreement” shall mean a Defined Contribution Clearance & Settlement Agreement (and, if applicable, a NETWORKING Agreement) that the Sponsor, in its sole judgment, considers to be appropriate, complete, up to date, and relevant to the Vanguard Accounts. Without limiting any of the Sponsor’s or the Fund’s rights or remedies under this Agreement or otherwise, the Sponsor shall have the right, in its sole discretion, to take any such actions it deems necessary with respect to the Sponsor’s acceptance and processing of orders or other activity from Benefit Trust in connection with any Vanguard Accounts in existence on or after the date of execution of this Agreement (including, without limitation, interrupting, suspending or discontinuing such acceptance and processing), if at any time (x) an appropriate Defined Contribution Clearance & Settlement Agreement has not been entered into, or ceases to be in effect (whatever the reason), by and between the Sponsor and Benefit Trust, or (y) Benefit Trust fails to comply (or the Sponsor suspects that Benefit Trust is failing to comply) with its obligations under a Defined Contribution Clearance & Settlement Agreement then in effect between the Sponsor and Benefit Trust. To the extent practicable, the Sponsor will provide the Company with reasonable advance notice of its intent to take any such actions. The Sponsor shall have no obligation to enter into or to continue to maintain any intermediary trading relationship (including without limitation any Defined Contribution Clearance & Settlement Agreement) with Benefit Trust in connection with, or as a result of, this Agreement. TRANSAMERICA PREMIER LIFE INSURANCE COMPANY AMENDMENT TO VVIF PA 0502707 (c) The Company acknowledges and agrees that the acceptance and processing of orders (and any corrections or adjustments thereto) involving shares of the Portfolios in connection with the Accounts, and any other instructions or activity related to the Vanguard Accounts, from or through Benefit Trust will be dependent upon and subject to Benefit Trust’s compliance with all applicable requirements and obligations under the Defined Contribution Clearance & Settlement Agreement then in effect by and between Benefit Trust and the Sponsor, and that neither the Sponsor, the Distributor, nor the Fund shall be responsible for any errors or failures by Benefit Trust in connection with any such orders, or for Benefit Trust’s failure to comply with any requirements or obligations under such agreement, or any actions taken by the Sponsor or the Fund as a result thereof.

Benefit Trust. (a) The Company acknowledges and agrees that Benefit Trust (and its Authorized Persons, as defined below)·shall be authorized, and is hereby authorized, to (i) transact (including, without limitation, giving instructions for the purchase, sale, exchange, and transfer of shares of the Portfolios), and submit other instructions with respect to, the Vanguard Account(s), including, without limitation, submitting instructions, information requests, transaction requests, and administrative requests (regardless of how received) with respect to each such Vanguard Account, (ii) open and register accounts in the Portfolios in connection with the Company and the Accounts, and (iii) sign any required documentation in connection with any of the foregoing, without any obligation on the part of the Sponsor, the Distributor or the Fund to confirm any such action with the Company, or to confirm that such action was at the direction of, or authorized by, the Company or any Account. Without limiting the foregoing, Benefit Trust shall be able to perform, with respect to the TRANSAMERICA LIFE INSURANCE COMPANY AMENDMENT TO XXXX XX 0000000 Schedule C-2 Vanguard Accounts, any activity permitted under the Benefit Trust DCC&S Agreement or that an intermediary is permitted to perform under the Sponsor’s then-current applicable policies and procedures. With respect to all requests and instructions (including, without limitation, any transaction instructions) believed by TRANSAMERICA PREMIER LIFE INSURANCE COMPANY AMENDMENT TO XXXX XX 0000000 the Sponsor to have been received by it from Benefit Trust or its Authorized Persons in connection with a Vanguard Account (regardless of how received), the Sponsor shall be authorized and entitled to rely and act upon such requests and instructions (and shall not be obligated to notify or consult the Company regarding such requests and instructions), and the Sponsor, the Distributor, and the Fund shall have no liability to the Company or the Accounts in connection with any actions taken in accordance with such requests and instructions. All orders, and any other transactions or other activity, received by the Sponsor through the National Securities Clearing Corporation’s Fund/SERV or NETWORKING systems in relation to the Vanguard Accounts shall be deemed to have been submitted to the Sponsor by Benefit Trust. The Company acknowledges that, pursuant to the Sponsor’s requirements, Benefit Trust will designate persons entitled to act on Benefit Trust’s behalf (such designated persons, Benefit Trust’s “Authorized Persons”). (b) The Company acknowledges that the Sponsor requires that any activities of Benefit Trust in connection with the Vanguard Accounts, including with respect to transactions by the Accounts involving shares of the Portfolios, be subject to an appropriate Defined Contribution Clearance & Settlement Agreement by and between the Sponsor and Benefit Trust, and that an appropriate Defined Contribution Clearance & Settlement Agreement must be and remain in effect in order for Benefit Trust to act on the Vanguard Accounts as contemplated under this Agreement. For the purposes of this Section 1.13(b), an “appropriate Defined Contribution Clearance & Settlement Agreement” shall mean a Defined Contribution Clearance & Settlement Agreement (and, if applicable, a NETWORKING Agreement) that the Sponsor, in its sole judgment, considers to be appropriate, complete, up to date, and relevant to the Vanguard Accounts. Without limiting any of the Sponsor’s or the Fund’s rights or remedies under this Agreement or otherwise, the Sponsor shall have the right, in its sole discretion, to take any such actions it deems necessary with respect to the Sponsor’s acceptance and processing of orders or other activity from Benefit Trust in connection with any Vanguard Accounts in existence on or after the date of execution of this Agreement (including, without limitation, interrupting, suspending or discontinuing such acceptance and processing), if at any time (x) an appropriate Defined Contribution Clearance & Settlement Agreement has not been entered into, or ceases to be in effect (whatever the reason), by and between the Sponsor and Benefit Trust, or (y) Benefit Trust fails to comply (or the Sponsor suspects that Benefit Trust is failing to comply) with its obligations under a Defined Contribution Clearance & Settlement Agreement then in effect between the Sponsor and Benefit Trust. To the extent practicable, the Sponsor will provide the Company with reasonable advance notice of its intent to take any such actions. The Sponsor shall have no obligation to enter into or to continue to maintain any intermediary trading relationship (including without limitation any Defined Contribution Clearance & Settlement Agreement) with Benefit Trust in connection with, or as a result of, this Agreement. TRANSAMERICA PREMIER LIFE INSURANCE COMPANY AMENDMENT TO VVIF PA 0502707XXXX XX 0000000 Schedule C-3 (c) The Company acknowledges and agrees that the acceptance and processing of orders (and any corrections or adjustments thereto) involving shares of the Portfolios in connection with the Accounts, and any other instructions or activity related to the Vanguard Accounts, from or through Benefit Trust will be dependent upon and subject to Benefit Trust’s compliance with all applicable requirements and obligations under the Defined Contribution Clearance & Settlement Agreement then in effect by and between Benefit Trust and the Sponsor, and that neither the Sponsor, the Distributor, nor the Fund shall be responsible for any errors or failures by Benefit Trust in connection with any such orders, or for Benefit Trust’s failure to comply with any requirements or obligations under such agreement, or any actions taken by the Sponsor or the Fund as a result thereof.

Benefit Trust. (a) The Company acknowledges and agrees that State Street has informed it that Benefit Trust (and its Authorized Persons, as defined below)·shall will be authorized, and is hereby authorized, able to (i) transact on (including, without limitation, giving instructions for the purchase, sale, exchange, and transfer of shares of the Portfolios), and submit other instructions with respect to, the Vanguard Account(s), including, without limitation, submitting instructions, information requests, transaction requests, and administrative requests (regardless of how received) with respect to each such Vanguard Account, (ii) open and register accounts in the Portfolios in connection with the Company and the Accounts, and (iii) sign any required documentation in connection with any of the foregoing, without and (iv) perform, with respect to the Vanguard Accounts, any activity permitted under the Benefit Trust DCC&S Agreement or that an intermediary is permitted to perform under the Sponsor's then-current applicable policies and procedures. There will be no obligation on the part of the Sponsor, the Distributor or the Fund to confirm any such action with the Company, or to confirm that such action was at the direction of, or authorized by, the Company or any Account. Without limiting the foregoing, Benefit Trust shall be able to perform, with respect to the Vanguard Accounts, any activity permitted under the Benefit Trust DCC&S Agreement or that an intermediary is permitted to perform under the Sponsor’s then-current applicable policies and procedures. With respect to all requests and instructions (including, without limitation, any transaction instructions) believed by TRANSAMERICA PREMIER LIFE INSURANCE COMPANY AMENDMENT TO XXXX XX 0000000 the Sponsor to have been received by it from Benefit Trust or its Authorized Persons in connection with a Vanguard Account (regardless of how received), the Sponsor shall be authorized and entitled to rely and act upon such requests and instructions (and shall not be obligated to notify or consult the Company regarding such requests and instructions), and the The Sponsor, the Distributor, and the Fund shall have no liability to the Company or the Accounts in connection with any actions taken in accordance with such requests and instructions. All orders, and any other transactions or other activity, received instructions believed by the Sponsor through the National Securities Clearing Corporation’s Fund/SERV or NETWORKING systems in relation to the Vanguard Accounts shall be deemed to have been submitted to the Sponsor received by Benefit Trust. The Company acknowledges that, pursuant to the Sponsor’s requirements, it from Benefit Trust will designate persons entitled to act on Benefit Trust’s behalf (such designated persons, Benefit Trust’s “Authorized Persons”)in connection with a Vanguard Account. (b) The Company acknowledges that the Sponsor requires that any activities of Benefit Trust in connection with the Vanguard Accounts, including with respect to transactions by the Accounts involving shares of the Portfolios, be subject to an appropriate Defined Contribution Clearance & Settlement Agreement by and between the Sponsor and Benefit Trust, and that an appropriate Defined Contribution Clearance & Settlement Agreement must be and remain in effect in order for Benefit Trust to act on the Vanguard Accounts as contemplated under this Agreement. For the purposes of this Section 1.13(b1.10(b), an “"appropriate Defined Contribution Clearance & Settlement Agreement” " shall mean a Defined Contribution Clearance & Settlement Agreement (and, if applicable, a NETWORKING Agreement) that the Sponsor, in its sole judgment, considers to be appropriate, complete, up to date, and relevant to the Vanguard Accounts. Without limiting any of the Sponsor’s 's or the Fund’s 's rights or remedies under this Agreement or otherwise, the Sponsor shall have the right, in its sole discretion, to take any such actions it deems necessary with respect to the Sponsor’s 's acceptance and processing of orders or other activity from Benefit Trust in connection with any Vanguard Accounts in existence on or after the date of execution of this Agreement (including, without limitation, interrupting, suspending or discontinuing such acceptance and processing), if at any time (x) an appropriate Defined Contribution Clearance & Settlement Agreement has not been entered into, or ceases to be in effect (whatever the reason), by and between the Sponsor and Benefit Trust, or (y) Benefit Trust fails to comply (or the Sponsor suspects that Benefit Trust is failing to comply) with its obligations under a Defined Contribution Clearance & Settlement Agreement then in effect between the Sponsor and Benefit Trust. To the extent practicable, the Sponsor will provide the Company with reasonable advance notice of its intent to take any such actions. The Sponsor shall have no obligation to enter into or to continue to maintain any intermediary trading relationship (including without limitation any Defined Contribution Clearance & Settlement Agreement) with Benefit Trust Trust, or with State Street, in connection with, or as a result of, this Agreement. TRANSAMERICA PREMIER LIFE INSURANCE COMPANY AMENDMENT TO VVIF PA 0502707. (c) The Company acknowledges and agrees that the acceptance and processing of orders (and any corrections or adjustments thereto) involving shares of the Portfolios in connection with the Accounts, and any other instructions or activity related to the Vanguard Accounts, from or through Benefit Trust will be dependent upon and subject to Benefit Trust’s 's compliance with all applicable requirements and obligations under the Defined Contribution Clearance & Settlement Agreement then in effect by and between Benefit Trust and the Sponsor, and that neither . Neither the Sponsor, the the. Distributor, nor the Fund shall be responsible for any errors or failures by Benefit Trust in connection with any such orders, or for Benefit Trust’s 's failure to comply with any requirements or obligations under such agreement, or any actions taken by the Sponsor or the Fund as a result thereof. (d) The acknowledgements and other information contained in this Article I concerning State Street and Benefit Trust are included strictly as an acknowledgement of the trading arrangement through which the Accounts' transactions in shares of the Portfolios will be processed, and of certain conditions related thereto. Nothing in this Agreement shall be deemed to imply that any contractual or other relationship exists directly between Company and Benefit Trust, or to require that any such relationship exist.

Benefit Trust. (a) The Company acknowledges and agrees that Benefit Trust (and its Authorized Persons, as defined below)·shall be authorized, and is hereby authorized, to (i) transact (including, without limitation, giving instructions for the purchase, sale, exchange, and transfer of shares of the Portfolios), and submit other instructions with respect to, the Vanguard Account(s), including, without limitation, submitting instructions, information requests, transaction requests, and administrative requests (regardless of how received) with respect to each such Vanguard Account, (ii) open and register accounts in the Portfolios in connection with the Company and the Accounts, and (iii) sign any required documentation in connection with any of the foregoing, without any obligation on the part of the Sponsor, the Distributor or the Fund to confirm any such action with the Company, or to confirm that such action was at the direction of, or authorized by, the Company or any Account. Without limiting the foregoing, Benefit Trust shall be able to perform, with respect to the TRANSAMERICA FINANCIAL LIFE INSURANCE COMPANY AMENDMENT TO XXXX XX 0000000 Vanguard Accounts, any activity permitted under the Benefit Trust DCC&S Agreement or that an intermediary is permitted to perform under the Sponsor’s then-current applicable policies and procedures. With respect to all requests and instructions (including, without limitation, any transaction instructions) believed by TRANSAMERICA PREMIER LIFE INSURANCE COMPANY AMENDMENT TO XXXX XX 0000000 the Sponsor to have been received by it from Benefit Trust or its Authorized Persons in connection with a Vanguard Account (regardless of how received), the Sponsor shall be authorized and entitled to rely and act upon such requests and instructions (and shall not be obligated to notify or consult the Company regarding such requests and instructions), and the Sponsor, the Distributor, and the Fund shall have no liability to the Company or the Accounts in connection with any actions taken in accordance with such requests and instructions. All orders, and any other transactions or other activity, received by the Sponsor through the National Securities Clearing Corporation’s Fund/SERV or NETWORKING systems in relation to the Vanguard Accounts shall be deemed to have been submitted to the Sponsor by Benefit Trust. The Company acknowledges that, pursuant to the Sponsor’s requirements, Benefit Trust will designate persons entitled to act on Benefit Trust’s behalf (such designated persons, Benefit Trust’s “Authorized Persons”). (b) The Company acknowledges that the Sponsor requires that any activities of Benefit Trust in connection with the Vanguard Accounts, including with respect to transactions by the Accounts involving shares of the Portfolios, be subject to an appropriate Defined Contribution Clearance & Settlement Agreement by and between the Sponsor and Benefit Trust, and that an appropriate Defined Contribution Clearance & Settlement Agreement must be and remain in effect in order for Benefit Trust to act on the Vanguard Accounts as contemplated under this Agreement. For the purposes of this Section 1.13(b1.12(b), an “appropriate Defined Contribution Clearance & Settlement Agreement” shall mean a Defined Contribution Clearance & Settlement Agreement (and, if applicable, a NETWORKING Agreement) that the Sponsor, in its sole judgment, considers to be appropriate, complete, up to date, and relevant to the Vanguard Accounts. Without limiting any of the Sponsor’s or the Fund’s rights or remedies under this Agreement or otherwise, the Sponsor shall have the right, in its sole discretion, to take any such actions it deems necessary with respect to the Sponsor’s acceptance and processing of orders or other activity from Benefit Trust in connection with any Vanguard Accounts in existence on or after the date of execution of this Agreement (including, without limitation, interrupting, suspending or discontinuing such acceptance and processing), if at any time (x) an appropriate Defined Contribution Clearance & Settlement Agreement has not been entered into, or ceases to be in effect (whatever the reason), by and between the Sponsor and Benefit Trust, or (y) Benefit Trust fails to comply (or the Sponsor suspects that Benefit Trust is failing to comply) with its obligations under a Defined Contribution Clearance & Settlement Agreement then in effect between the Sponsor and Benefit Trust. To the extent practicable, the Sponsor will provide the Company with reasonable advance notice of its intent to take any such actions. The Sponsor shall have no obligation to enter into or to continue to maintain any intermediary trading relationship (including without limitation any Defined Contribution Clearance & Settlement Agreement) with Benefit Trust in connection with, or as a result of, this Agreement. TRANSAMERICA PREMIER FINANCIAL LIFE INSURANCE COMPANY AMENDMENT TO VVIF PA 05027070502722 (c) The Company acknowledges and agrees that the acceptance and processing of orders (and any corrections or adjustments thereto) involving shares of the Portfolios in connection with the Accounts, and any other instructions or activity related to the Vanguard Accounts, from or through Benefit Trust will be dependent upon and subject to Benefit Trust’s compliance with all applicable requirements and obligations under the Defined Contribution Clearance & Settlement Agreement then in effect by and between Benefit Trust and the Sponsor, and that neither the Sponsor, the Distributor, nor the Fund shall be responsible for any errors or failures by Benefit Trust in connection with any such orders, or for Benefit Trust’s failure to comply with any requirements or obligations under such agreement, or any actions taken by the Sponsor or the Fund as a result thereof.