Separate Account Va W Sample Contracts

AMENDMENT NO. 30 TO PARTICIPATION AGREEMENT AMONG AEGON/TRANSAMERICA SERIES FUND, INC., TRANSAMERICA LIFE INSURANCE COMPANY, TRANSAMERICA FINANCIAL LIFE INSURANCE COMPANY, PEOPLES BENEFIT LIFE INSURANCE COMPANY, TRANSAMERICA OCCIDENTAL LIFE INSURANCE...
Participation Agreement • July 26th, 2004 • Separate Account Va W

Amendment No. 30 to the Participation Agreement among AEGON/Transamerica Series Fund, Inc., (the "Fund"), Transamerica Life Insurance Company ("Transamerica"), Transamerica Financial Life Insurance Company ("TFLIC"), Peoples Benefit Life Insurance Company ("Peoples"), Transamerica Occidental Life Insurance Company ("TOLIC"), and Transamerica Life Insurance and Annuity Company ("TALIAC") dated July 1, 1992, as amended ("Participation Agreement").

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EXHIBIT (8)(e) Participation Agreement (Franklin)
Participation Agreement • April 30th, 2009 • Separate Account Va W • California

Each Class 2 Portfolio named on Schedule C of this Agreement is eligible to receive a maximum annual payment rate of 0.25% stated as a percentage per year of that Portfolio’s Class 2 average daily net assets, pursuant to the terms and conditions referenced below under its Class 2 Rule 12b-1 Distribution Plan.

EXHIBIT (8)(a)(12) AMENDMENT No. 44 TO PARTICIPATION AGREEMENT (TST)
Monumental Life Insurance Company • April 27th, 2011 • Separate Account Va W

The Participation Agreement, dated July 1, 1992, as amended (“Agreement”) among Transamerica Series Trust (the “Fund”), Transamerica Life Insurance Company (“Transamerica”), Transamerica Financial Life Insurance Company (“TFLIC”), and Monumental Life Insurance Company (“Monumental”), (herein collectively, “the Companies”), is hereby amended as follows:

AMENDMENT NO. 42 TO PARTICIPATION AGREEMENT AMONG TRANSAMERICA SERIES TRUST, TRANSAMERICA LIFE INSURANCE COMPANY, TRANSAMERICA FINANCIAL LIFE INSURANCE COMPANY, AND MONUMENTAL LIFE INSURANCE COMPANY
Monumental Life Insurance Company • April 26th, 2010 • Separate Account Va W

The Participation Agreement, dated July 1, 1992, as amended (“Agreement”) among Transamerica Series Trust (the “Fund”), Transamerica Life Insurance Company (“Transamerica”), Transamerica Financial Life Insurance Company (“TFLIC”), and Monumental Life Insurance Company (“Monumental”) is hereby amended as follows:

AMENDMENT NO. 48 TO PARTICIPATION AGREEMENT AMONG TRANSAMERICA SERIES TRUST, TRANSAMERICA LIFE INSURANCE COMPANY, TRANSAMERICA FINANCIAL LIFE INSURANCE COMPANY, AND MONUMENTAL LIFE INSURANCE COMPANY
Monumental Life Insurance Company • September 10th, 2012 • Separate Account Va W

The Participation Agreement, dated July 1, 1992, as amended (“Agreement”) among Transamerica Series Trust (the “Fund”), Transamerica Life Insurance Company (“Transamerica”), Transamerica Financial Life Insurance Company (“TFLIC”), and Monumental Life Insurance Company (“Monumental”), (herein collectively, “the Companies”), is hereby amended as as follows:

EXHIBIT (8)(i) Participation Agreement GE Investment Funds, Inc.
Participation Agreement • November 19th, 2009 • Separate Account Va W • New York

THIS PARTICIPATION AGREEMENT (this “Agreement”), made and entered into as of the 16th day of November, 2009, by and among TRANSAMERICA LIFE INSURANCE COMPANY, organized under the laws of the state of Iowa (the “Company”), on its own behalf and on behalf of each segregated asset account of the Company named in Schedule 1 (Registered Accounts) and Schedule 2 (Unregistered Accounts) to this Agreement as may be amended from time to time (each account individually referred to as an “Account” and collectively referred to as the “Accounts”), GE INVESTMENTS FUNDS, INC., an open-end management investment company organized under the laws of the Commonwealth of Virginia (the “Fund”) on its own behalf and on behalf of the Portfolios named in Schedule 3 (Portfolios) to this Agreement (each portfolio individually referred to as a “Portfolio” and collectively referred to as the “Portfolios”); GE INVESTMENT DISTRIBUTORS, INC., a corporation organized under the laws of the State of Delaware (the “Distr

EXHIBIT (8)(a)(6) AMENDMENT NO. 36 TO PARTICIPATION AGREEMENT (TST)
Participation Agreement • April 29th, 2008 • Separate Account Va W

The Participation Agreement, dated July 1, 1992, as amended (“Agreement”) among Transamerica Series Trust (the “Fund”), Transamerica Life Insurance Company (“Transamerica”), Transamerica Financial Life Insurance Company (“TFLIC”), Monumental Life Insurance Company (“Monumental”), and Transamerica Occidental Life Insurance Company (“TOLIC”) is hereby amended as follows:

AMENDMENT NO. 40 TO PARTICIPATION AGREEMENT AMONG TRANSAMERICA SERIES TRUST, TRANSAMERICA LIFE INSURANCE COMPANY, TRANSAMERICA FINANCIAL LIFE INSURANCE COMPANY, AND MONUMENTAL LIFE INSURANCE COMPANY
Monumental Life Insurance Company • April 30th, 2009 • Separate Account Va W

The Participation Agreement, dated July 1, 1992, as amended (“Agreement”) among Transamerica Series Trust (the “Fund”), Transamerica Life Insurance Company (“Transamerica”), Transamerica Financial Life Insurance Company (“TFLIC”), and Monumental Life Insurance Company (“Monumental”) is hereby amended as follows:

FUND PARTICIPATION AGREEMENT
Participation Agreement • November 19th, 2009 • Separate Account Va W • Massachusetts

THIS AGREEMENT is entered into as of this 28th day of January, 2005 among Transamerica Life Insurance Company, (the “Company”) a life insurance company organized under the laws of the State of Iowa (on behalf of itself and certain of its separate accounts); AMERICAN FUNDS INSURANCE SERIES (“Series”), an open-end management investment company organized under the laws of the Commonwealth of Massachusetts, and CAPITAL RESEARCH AND MANAGEMENT COMPANY (“CRMC”), a corporation organized under the laws of the State of Delaware.

AMENDED AND REINSTATED PRINCIPAL UNDERWRITING AGREEMENT
Principal Underwriting Agreement • February 15th, 2011 • Separate Account Va W • Iowa

THIS AMENDED AND REINSTATED PRINCIPAL UNDERWRITING AGREEMENT made and effective as of the 7th day of October, 2010 (the “Effective Date”), by and between TRANSAMERICA CAPITAL, INC. (“TCI”), a California corporation, and TRANSAMERICA LIFE INSURANCE COMPANY (“TLIC”), an Iowa corporation.

EXHIBIT (8)(e)(3) AMENDMENT NO. 4 TO AMENDED AND RESTATED PARTICIPATION AGREEMENT (FRANKLIN/TEMPLETON)
Participation Agreement • February 15th, 2011 • Separate Account Va W

Franklin Templeton Variable Insurance Products Trust (the “Trust”), Franklin/Templeton Distributors, Inc. (the “Underwriter,” and together with the Trust, “we” or “us”), Transamerica Life Insurance Company (the “Company” or “you”), and Transamerica Capital, Inc., your distributor, on your behalf and on behalf of certain Accounts, have previously entered into an Amended and Restated Participation Agreement dated May 1, 2007, and subsequently amended July 30, 2007, January 10 2008 and November 1, 2008, (the “Agreement”). The parties now desire to amend the Agreement by this amendment (the “Amendment”). Unless otherwise indicated, the terms defined in the Agreement shall have the same meaning in this Amendment.

AMENDMENT NO. 8 AND NOVATION TO AMENDED AND RESTATED PRINCIPAL UNDERWRITING AGREEMENT
Principal Underwriting Agreement • April 27th, 2007 • Separate Account Va W

Amendment dated May 1, 2007 to the Amended and Restated Principal Underwriting Agreement, dated as of May 1, 2002, by and between AFSG Securities Corporation (“AFSG”) and Transamerica Life Insurance Company (“Transamerica”) (the “Agreement”).

EXHIBIT (8)(h)(2) Amendment No. 4 to Participation Agreement American Funds
Fund Participation Agreement • November 19th, 2009 • Separate Account Va W
EXHIBIT (8)(e)(4) AMENDMENT No. 5 TO AMENDED AND RESTATED PARTICIPATION AGREEMENT (FRANKLIN/TEMPLETON)
Participation Agreement • April 17th, 2012 • Separate Account Va W

Franklin Templeton Variable Insurance Products Trust (the “Trust”), Franklin/Templeton Distributors, Inc. (the “Underwriter,” and together with the Trust, “we” or “us”), Transamerica Life Insurance Company (the “Company” or “you”), and Transamerica Capital, Inc., your distributor, on your behalf and on behalf of certain Accounts, have previously entered into an Amended and Restated Participation Agreement dated May 1, 2007, and subsequently amended July 30, 2007, January 10 2008, November 1, 2008 and October 1, 2010, (the “Agreement”). The parties now desire to amend the Agreement by this amendment (the “Amendment”). Unless otherwise indicated, the terms defined in the Agreement shall have the same meaning in this Amendment.

AMENDMENT NO. 41 TO PARTICIPATION AGREEMENT AMONG TRANSAMERICA SERIES TRUST, TRANSAMERICA LIFE INSURANCE COMPANY, TRANSAMERICA FINANCIAL LIFE INSURANCE COMPANY, AND MONUMENTAL LIFE INSURANCE COMPANY
Participation Agreement • November 19th, 2009 • Separate Account Va W

The Participation Agreement, dated July 1, 1992, as amended (“Agreement”) among Transamerica Series Trust (the “Fund”), Transamerica Life Insurance Company (“Transamerica”), Transamerica Financial Life Insurance Company (“TFLIC”), and Monumental Life Insurance Company (“Monumental”) is hereby amended as follows:

EXHIBIT (8)(h)(1) Amendment No. 2 to Participation Agreement American Funds
Fund Participation Agreement • November 19th, 2009 • Separate Account Va W
EXHIBIT (8)(b)(3) AMENDMENT TO PARTICIPATION AGREEMENT (AIM/INVESCO)
Participation Agreement • February 15th, 2011 • Separate Account Va W

The Participation Agreement (the “Agreement”), dated as of May 1, 1998, by and among AIM Variable Insurance Funds (Invesco Variable Insurance Funds), a Delaware trust (“AVIF IVIF”); Invesco Distributors, Inc, a Delaware corporation (“INVESCO”); Transamerica Life Insurance Company (formerly, PFL Life Insurance Company), an Iowa life insurance company (“LIFE COMPANY”) and Transamerica Capital, Inc. (replacing AFSG SECURITIES CORPORATION by Amendment and Novation), is hereby amended as follows:

REINSURANCE AGREEMENT BETWEEN TRANSAMERICA OCCIDENTAL LIFE INSURANCE COMPANY AND NORTH AMERICAN REASSURANCE COMPANY
Automatic Reinsurance Agreement • April 30th, 2009 • Separate Account Va W

THIS AGREEMENT between the TRANSAMERICA OCCIDENTAL LIFE INSURANCE COMPANY, a corporation organized under the laws of the State of California, hereinafter referred to as the “Company”, and NORTH AMERICAN REASSURANCE COMPANY, a corporation organized under the laws of the State of New York, hereinafter referred to as “North American Re”, WITNESSETH AS FOLLOWS:

EXHIBIT (8)(f)(1) AMENDMENT NO. 11 TO JANUS ASPEN SERIES FUND PARTICIPATION AGREEMENT
Fund Participation Agreement • April 29th, 2008 • Separate Account Va W

The Participation Agreement dated as of April 6, 2000 between Janus Aspen Series (the “Trust”), and Transamerica Life Insurance Company (the “Company”), is hereby amended as follows:

ADDENDUM TO PARTICIPATION AGREEMENT
Participation Agreement • April 30th, 2009 • Separate Account Va W

Amendment No.11 to the Amended and Restated Participation Agreement, dated as of July 1, 2001, by and among MFS VARIABLE INSURANCE TRUST, MASSACHUSETTS FINANCIAL SERVICES COMPANY, and TRANSAMERICA LIFE INSURANCE COMPANY (the “Agreement”).

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EXHIBIT (8)(e)(1) Form of Amendment No. 2 to Amended and Restated Participation Agreement (Franklin)
Participation Agreement • April 29th, 2008 • Separate Account Va W

Franklin Templeton Variable Insurance Products Trust (the “Trust”), Franklin/Templeton Distributors, Inc. (the “Underwriter,” and together with the Trust, “we” or “us”), Transamerica Life Insurance Company (the “Company” or “you”), and Transamerica Capital, Inc., your distributor, on your behalf and on behalf of certain Accounts, have previously entered into an Amended and Restated Participation Agreement dated as of May 1, 2007 and subsequently amended as of July 30, 2007 (the “Agreement”). The parties now desire to amend the Agreement by this amendment (the “Amendment”).

EXHIBIT (8)(d)(1) FORM OF AMENDMENT NO.3 TO PARTICIPATION AGREEMENT (FIDELITY)
Participation Agreement • April 30th, 2009 • Separate Account Va W

Transamerica Life Insurance Company, Variable Insurance Products Fund, Variable Insurance Products Fund II, Variable Insurance Products Fund III, Variable Insurance Products Fund IV, Variable Insurance Products Fund V, and Fidelity Distributors Corporation hereby amend the Participation Agreement (“Agreement”) dated October 10, 2005, by doing the following:

EXHIBIT (7)(e)(3) AMENDMENT NO.3 TO REINSURANCE AGREEMENT TRANSAMERICA INTERNATION RE (BERMUDA) LTD.
Reinsurance Agreement • February 15th, 2011 • Separate Account Va W

Now, Therefore, in consideration of the mutual agreements, promises and covenants provided herein, the Company and the Reinsurer hereby agree to amend the Agreement as follows:

EXHIBIT (7)(e)(1) AMENDMENT NO. 1 TO REINSURANCE AGREEMENT TRANSAMERICA INTERNATION RE (BERMUDA) LTD.
Reinsurance Agreement • February 15th, 2011 • Separate Account Va W

Now, Therefore, in consideration of the mutual agreements, promises and covenants provided herein, the Company and the Reinsurer hereby agree to amend the Agreement as follows:

EXHIBIT (8)(f)(2) AMENDMENT NO. 12 TO FUND PARTICIPATION AGREEMENT (JANUS ASPEN SERIES)
Fund Participation Agreement • February 15th, 2011 • Separate Account Va W

This Amendment (the “Amendment”) to the Fund Participation Agreement (as defined below) is made effective as of July 23, 2010 (“Effective Date”) by and between Janus Aspen Series (the “Trust”), Janus Capital Management LLC (for the purposes of Sections 4 and 5 of this Amendment only), and Transamerica Life Insurance Company, a life insurance company organized under the laws of the State of Iowa, and as successor-in-interest to Transamerica Occidental Life Insurance Company and Transamerica Life Insurance and Annuity Company (the “Company”).

EXHIBIT (8)(e)(1) Form of Amendment No. 2 to Amended and Restated Participation Agreement (Franklin)
Participation Agreement • April 30th, 2009 • Separate Account Va W

Franklin Templeton Variable Insurance Products Trust (the “Trust”), Franklin/Templeton Distributors, Inc. (the “Underwriter,” and together with the Trust, “we” or “us”), Transamerica Life Insurance Company (the “Company” or “you”), and Transamerica Capital, Inc., your distributor, on your behalf and on behalf of certain Accounts, have previously entered into an Amended and Restated Participation Agreement dated as of May 1, 2007 and subsequently amended as of July 30, 2007 (the “Agreement”). The parties now desire to amend the Agreement by this amendment (the “Amendment”).

AMENDMENT NO. 38 TO PARTICIPATION AGREEMENT AMONG TRANSAMERICA SERIES TRUST, TRANSAMERICA LIFE INSURANCE COMPANY, TRANSAMERICA FINANCIAL LIFE INSURANCE COMPANY, AND MONUMENTAL LIFE INSURANCE COMPANY
Participation Agreement • November 6th, 2008 • Separate Account Va W

The Participation Agreement, dated July 1, 1992, as amended (“Agreement”) among Transamerica Series Trust (the “Fund”), Transamerica Life Insurance Company (“Transamerica”), Transamerica Financial Life Insurance Company (“TFLIC”), and Monumental Life Insurance Company (“Monumental”) is hereby amended as follows:

AMENDMENT TO PARTICIPATION AGREEMENT (AIM)
Participation Agreement • April 29th, 2008 • Separate Account Va W

The Participation Agreement (the “Agreement”), dated as of May 1, 1998, by and among AIM Variable Insurance Funds, a Delaware trust (“AVIF”);A I M Distributors, Inc., a Delaware corporation (“AIM”); Transamerica Life Insurance Company (formerly, PFL Life Insurance Company), an Iowa life insurance company (“LIFE COMPANY”) and Transamerica Capital, Inc. (replacing AFSG SECURITIES CORPORATION by Amendment and Novation), is hereby amended as follows:

EXHIBIT (8)(b)(2) AMENDMENT TO PARTICIPATION AGREEMENT (AIM/INVESCO)
Participation Agreement • August 6th, 2010 • Separate Account Va W

The Participation Agreement (the “Agreement”), dated as of May 1, 1998, by and among AIM Variable Insurance Funds, a Delaware trust (“AVIF”); Invesco Aim Distributors, Inc., a Delaware corporation (“AIM”); Transamerica Life Insurance Company (formerly, PFL Life Insurance Company), an Iowa life insurance company (“LIFE COMPANY”) and Transamerica Capital, Inc. (replacing AFSG SECURITIES CORPORATION by Amendment and Novation), is hereby amended as follows:

AMENDMENT TO PARTICIPATION AGREEMENT
Participation Agreement • November 6th, 2008 • Separate Account Va W

Amendment to the Participation Agreement (the “Agreement”), dated as of May 1, 2000, between TRANSAMERICA LIFE INSURANCE COMPANY (“Insurer”); TRANSAMERICA CAPITAL, INC. (replacing AFSG SECURITIES CORPORATION by Amendment and Novation) (“Contracts Distributor”) (together Insurer and Contracts Distributor, the “Company”); ALLIANCEBERNSTEIN L.P. (formerly ALLIANCE CAPITAL MANAGEMENT L.P.) (“Adviser”); and ALLIANCEBERNSTEIN INVESTMENTS, INC. (formerly, ALLIANCEBERNSTEIN INVESTMENT RESEARCH AND MANAGEMENT, INC.) (“Distributor”).

AMENDMENT NO. 7 TO PARTICIPATION AGREEMENT
Participation Agreement • September 10th, 2012 • Separate Account Va W

Transamerica Life Insurance Company, Variable Insurance Products Fund, Variable Insurance Products Fund II, Variable Insurance Products Fund III, Variable Insurance Products Fund IV, Variable Insurance Products Fund V, and Fidelity Distributors Corporation hereby amend the Participation Agreement (“Agreement”) dated October 10, 2005, by doing the following:

EXHIBIT (8)(d)(1) FORM OF AMENDMENT NO.3 TO PARTICIPATION AGREEMENT (FIDELITY)
Participation Agreement • April 29th, 2008 • Separate Account Va W

Transamerica Life Insurance Company, Variable Insurance Products Fund, Variable Insurance Products Fund II, Variable Insurance Products Fund III, Variable Insurance Products Fund IV, Variable Insurance Products Fund V, and Fidelity Distributors Corporation hereby amend the Participation Agreement (“Agreement”) dated October 10, 2005, by doing the following:

ADDENDUM TO PARTICIPATION AGREEMENT
Participation Agreement • April 29th, 2008 • Separate Account Va W

Amendment No.11 to the Amended and Restated Participation Agreement, dated as of July 1, 2001, by and among MFS VARIABLE INSURANCE TRUST, MASSACHUSETTS FINANCIAL SERVICES COMPANY, and TRANSAMERICA LIFE INSURANCE COMPANY (the “Agreement”).

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