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EXHIBIT (4)(I)
AGREEMENT FOR INVESTMENT MANAGEMENT SERVICES
Statement of Facts
A. On January 9, 1968, the Board of Directors of The Prudential
Insurance Company of America ("Prudential") adopted a resolution establishing
The Prudential Variable Contract Account-2 ("VCA-2") as a funding medium for
such contracts on a variable basis sold and administered by Prudential as may be
designated by it as participating therein.
B. Pursuant to the requirements of the Investment Company Act of
1940 ("1940 Act") VCA-2 will be registered thereunder as an investment company.
C. The 1940 Act forbids any person from acting as investment adviser
to a registered investment company except pursuant to a written
contract and Prudential may be regarded as the investment adviser
of VCA-2.
Agreement
NOW, THEREFORE, Prudential and VCA-2 do agree as follows:
1. Prudential shall manage the investment and reinvestment of the
assets held in VCA-2 in a manner consistent with the investment policy as set
forth in the registration statement of VCA-2, as from time to time amended,
under the 1940 Act.
2. Prudential shall determine what securities shall be purchased or
sold for VCA-2 and shall arrange for the necessary placement of orders and
execution of transactions. All brokers' commission, taxes or governmental fees
attributable to transactions for VCA-2, and all other applicable taxes arising
out of the investment operations of VCA-2, including income and capital gains
taxes, if any, shall be charged against VCA-2.
3. At least once each month Prudential shall furnish to The Prudential
Variable Contract Account-2 Committee ("Committee") a schedule of the
investments held in VCA-2 and shall include therein a statement of all purchases
and sales made on behalf of VCA-2 during the period since the preceding report.
4. For the services performed hereunder, Prudential will, in
determining unit values under the contracts participating in VCA-2 and in the
manner specified in such contracts, deduct an investment management fee at the
effective annual rate of one-eighth of one per cent (0.125 per cent).
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5. This agreement shall remain in force until June 1, 1969, and from
year to year thereafter, but only so long as such continuance is approved at
least annually by the affirmative vote of the Committee, including the specific
approval of a majority of the members of the Committee who are not persons
affiliated with Prudential, or by a majority of the votes cast by those persons
having voting rights in respect of VCA-2, as provided for by the Rules and
Regulations of VCA-2.
6. This agreement shall automatically terminate in the event is shall
not be approved by a majority of the votes cast by those persons having voting
rights in respect of VCA-2 at their first meeting, or at any subsequent meeting
at which the question of the renewal or continuance of this agreement shall be
voted upon. This agreement shall also terminate automatically in the event of
its assignment by Prudential.
7. This agreement may be terminated at any time, and without payment
of any penalty, by the Committee or by a majority of the votes
cast by those persons having voting rights in respect of VCA-2, on
60 days' written notice to Prudential. This agreement may be
terminated by Prudential on 90 days' written notice to the
Committee.
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed this 16th day of February, 1968.
Attest: THE PRUDENTIAL INSURANCE COMPANY
OF AMERICA
/S/ By/S/
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X.X. Xxxxxxxx, Secretary Executive Vice President
Witnessed: THE PRUDENTIAL VARIABLE CONTRACT
ACCOUNT-2
/S/ By/S/
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Secretary to the Committee Chairman of the Committee