Sales Agreement
Between
Penn Series Funds, Inc.
and
The Penn Insurance and Annuity Company
for
PIA Variable Annuity Account I
May 1, 2002
Agreement made as of the 1st day of May, 2002, between Penn Series
Funds, Inc., a Maryland Corporation ("Penn Series") and The Penn Insurance and
Annuity Company, a Pennsylvania corporation ("PIA").
WHEREAS, Penn Series is engaged in business as a diversified open-end
management investment company and is registered as such under the Investment
Company Act of 1940;
WHEREAS, PIA is engaged in the business of issuing life insurance
policies and annuity contracts and as part of that business has established a
separate account known as PIA Variable Annuity Account I (the "Separate
Account") for the purposes of segregating assets for certain variable annuity
contracts;
WHEREAS, Penn Series desires to sell to PIA for the Separate Account
separate classes of shares of common stock that participate in separate
investment funds and PIA desires to purchase such shares for the Separate
Account.
NOW, THEREFORE, in consideration of the mutual covenants herein
contained, it is agreed as follows:
1. Subject to and in accordance with the applicable law, Penn Series
will sell to PIA for the Separate Account shares of the following classes of
Common Stock ("Shares"), at such times and in such amounts as PIA shall specify:
Penn Series Growth Equity Fund Common Stock
Penn Series Large Cap Value Fund Common Stock
Penn Series Small Cap Value Fund
Penn Series Emerging Growth Fund
Penn Series Flexibly Managed Fund Common Stock
Penn Series International Equity Fund Common Stock
Penn Series Quality Bond Fund Common Stock
Penn Series High Yield Bond Fund Common Stock
Penn Series Money Market Fund Common Stock
Penn Series Limited Maturity Bond Fund Common Stock
Penn Series Core Equity Common Stock
Penn Series Index 000 Xxxx Xxxxxx Xxxxx
Xxxx Series Mid Cap Growth Fund Common Stock
Penn Series Mid Cap Value Fund Common Stock
Penn Series Large Cap Growth Fund Common Stock
Penn Series REIT Fund Common Stock
Penn Series Strategic Value Fund Common Stock
2. The price per Share shall be equal to the net asset value of the
Share as determined from time to time in accordance with the Investment Company
Act of 1940 and as described in the prospectus of Penn Series in effect under
the Securities Act of 1933 at the time of the sale of such Share.
3. No commission or other fee shall be charged or paid to any person or
entity in connection with the sale of Shares to PIA for the Separate Account.
4. PIA will pay cash for the Shares.
5. PIA shall not purchase Shares with the view to distribution of such
Shares.
6. Penn Series will provide PIA with copies of the then current
prospectus and statement of additional information of Penn series and copies of
all other periodic reports, proxy materials and all other stockholder
communications of a general nature as may be necessary for the sale and
maintenance of variable annuity contracts issued by PIA and funded in whole or
in part through the Separate Account.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the
day and year first written above.
PENN SERIES FUNDS, INC.
Attest:________________________ By _____________________________
Assistant Secretary Xxxxx X. Xxxxxxx
President
THE PENN INSURANCE AND ANNUITY COMPANY
Attest:________________________ By _____________________________
Secretary Xxxxxxx X. Plush
Vice President
