Common use of Reinsurer’s Liability Clause in Contracts

Reinsurer’s Liability. The liability of the Reinsurer with respect --------------------- to any annuity reinsured hereunder will begin simultaneously with that of the Ceding Company, but not prior to the Effective Date of this Agreement. The Reinsurer's liability with respect to any annuity reinsured hereunder will terminate on the earliest of: (i) the date such annuity is recaptured in accordance with paragraph 4 below, (ii) the date the Ceding Company's liability on such annuity is terminated; or (iii) the date this Agreement is terminated under paragraph 3 below. Termination of the Reinsurer's liability is subject to payments in respect of such liability in accordance with the provisions of Article X of this Agreement. In no event should the interpretation of this Paragraph imply a unilateral right of the Reinsurer to terminate this Agreement for any annuity reinsured hereunder. However, the Reinsurer and/or the Ceding Company may, upon ninety (90) days prior written notice to the other party, terminate this Agreement as to annuities not yet written by the Ceding Company as of the effective date of such termination. For any annuity reinsured hereunder with a VAGLB Rider, the Reinsurer's liability will terminate on the earliest date, if any, that the annuity's accumulation value becomes or equals zero, not withstanding the above conditions.

Reinsurer’s Liability. The liability of the Reinsurer with respect --------------------- to any annuity reinsured hereunder Annuity will begin simultaneously with that of the Ceding Company, but not prior to the Effective Date of this Agreement. The Reinsurer's liability with respect to any annuity reinsured hereunder Annuity will terminate on the earliest of: (i) the date such annuity Annuity is recaptured in accordance with paragraph 4 below, recaptured; (ii) the date the Ceding Company's liability on such annuity Annuity is terminated; or (iii) the date this Agreement is terminated under paragraph 3 belowterminated. Termination of the Reinsurer's liability is subject to payments in respect of such liability in accordance with the provisions of Article X VIII of this Agreement. In no event should the interpretation of this Paragraph imply a unilateral right of the Reinsurer to terminate this Agreement for any annuity reinsured hereunderAgreement. However, the Reinsurer and/or the Ceding Company may, upon ninety thirty (9030) days prior written notice to the other party, terminate this Agreement as to annuities not yet written by the Ceding Company as of the effective date of such termination. For Notwithstanding the preceding, this Agreement will automatically terminate with respect to annuities not yet written by the Ceding Company, unless the Reinsurer elects to waive such automatic termination in writing, if any annuity reinsured hereunder of the following conditions occur: (a) immediately, upon the cumulative receipt of $200 million of Reinsurance Premiums, determined in accordance with a VAGLB RiderArticle II, by the Reinsurer's liability will terminate , measured since January 1, 2009; (b) on the earliest dateseventh (7/th/) day after the Reinsurer notifies the Ceding Company, if anyin writing, that the annuitythirty (30) year close of business swap rate, reported to the Reinsurer by Milliman in the Daily Trade Blotter, is less than 2.90 percent; or (c) on the seventh (7/th/) day after the Reinsurer notifies the Ceding Company, in writing, that the five (5) year Standard and Poor's accumulation value becomes 500 index close of business implied volatility rate, reported to the Reinsurer by Milliman in the Daily Trade Blotter, exceeds 40.00 percent. In the event that Milliman no longer provides either the swap curve rate or equals zerothe implied volatility rate, the Reinsurer will utilize a reasonable alternative source, subject to the approval of the Ceding Company. Such approval of the Ceding Company will not withstanding be unreasonably withheld. IV. SCHEDULE A, ANNUITIES AND RISKS REINSURED, is replaced in its entirety by the above conditionsfollowing: Annuities and Risks Reinsured.

Reinsurer’s Liability. The liability of the Reinsurer with respect --------------------- to any annuity reinsured hereunder will begin simultaneously with that of the Ceding Company, but not prior to the Effective Date of this Agreement. The Reinsurer's liability with respect to any annuity reinsured hereunder will terminate on the earliest of: (i) the date such annuity is recaptured in accordance with paragraph 4 below, (ii) the date the Ceding Company's liability on such annuity is terminated; or (iii) the date this Agreement is terminated under paragraph 3 below. Termination of the Reinsurer's liability is subject to payments in respect of such liability in accordance with the provisions of Article X of this Agreement. In no event should the interpretation of this Paragraph imply a unilateral right of the Reinsurer to terminate this Agreement for any annuity reinsured hereunder. However, the Reinsurer and/or the Ceding Company may, upon ninety (90) days prior written notice to the other party, terminate this Agreement as to annuities not yet written by the Ceding Company as of the effective date of such termination. For any annuity reinsured hereunder with a VAGLB Rider, the Reinsurer's liability will terminate on the earliest date, if any, that the annuity's accumulation value becomes or equals zero, not withstanding the above conditions.