EXHIBIT 4(a)
FORM OF FUNDING AGREEMENT
PHL VARIABLE INSURANCE COMPANY
[logo]PHOENIX A STOCK COMPANY
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FUNDING AGREEMENT HOLDER [XYZ Mutual Fund Company]
FUNDING AGREEMENT NUMBER [02-000001]
EFFECTIVE DATE [SEPTEMBER 1, 2006]
MASTER FUNDING AGREEMENT
The PHL Variable Insurance Company ("the Company", "we", "our") agrees, subject
to the conditions and provisions of the certificate, to provide the benefits
specified in the certificate while the certificate is in force, and to provide
any other benefits, rights, and privileges of the certificate.
The Master Funding Agreement is issued in consideration of the Master
Application, a copy of which is attached to and made a part of the Master
Funding Agreement, and the charge for the Guaranteed Retirement Income
Protector, as specified in the Schedule Pages of the certificate.
The Master Funding Agreement is delivered in and is subject to the laws of [the
State of Connecticut].
The entire contract includes the Master Funding Agreement, certificate, and any
attached forms, including any application forms.
Signed for the Company at Hartford, Connecticut:
SPECIMEN SPECIMEN
President Secretary
We support benefit payments through our General Account which is subject to our
claims paying ability and other liabilities as a company.
Master Funding Agreement
Non-Participating General Account
Not Eligible for Dividends
06MASTERFA
MASTER FUNDING AGREEMENT PROVISIONS
SECTION
1. Eligibility
2. Certificates
3. Benefits and Charges
4. Incorporation
5. Modification of Master Funding Agreement
6. Assignment of Master Funding Agreement
7. Allocation Restrictions
8. Schedule Pages
9. Suspension, Termination
10. Miscellaneous
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1. ELIGIBILITY
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A person who meets the group eligibility requirements of the Funding Agreement
Holder may become a Certificate Owner upon our approval of a certificate
application, if applicable, and receipt of the charges associated with the
Guaranteed Retirement Income Protector, as specified in the Schedule Pages of
the certificate.
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2. CERTIFICATES
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We will issue one certificate to each Certificate Owner or joint Certificate
Owners. The certificate will state the terms, conditions, and benefits of
coverage.
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3. BENEFITS AND CHARGES
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Subject to the terms and conditions specified in the certificate, if the Account
Value reduces to zero, payments, if any, under the Guaranteed Retirement Income
Protector GRIP), will commence under a GRIP Payment Option as described in the
certificate. A charge, as specified in the Schedule Pages of the certificate,
will be assessed for such benefit.
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4. INCORPORATION
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A sample certificate and, if applicable, sample certificate application, are
attached hereto are made a part of the entire contract. Any provisions of this
Master Funding Agreement which are inconsistent with provisions of the
certificate are superseded by the certificate provisions.
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5. MODIFICATION OF MASTER FUNDING AGREEMENT
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The Master Funding Agreement may not be modified without prior written mutual
agreement between the Company and the Funding Agreement Holder.
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6. ASSIGNMENT OF MASTER FUNDING AGREEMENT
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The Master Funding Agreement may not be assigned or transferred without the
Company's prior written consent. In the event the Company provides such written
consent, the Company assumes no responsibility for the validity of any
assignment, and shall not be bound by any assignment attempted under this Master
Funding Agreement unless it has consented in writing thereto.
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7. ALLOCATION RESTRICTIONS
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The Company retains the right to determine, restrict, approve, or deny
investment allocations, and to impose other restrictions specified below. The
Funding Agreement Holder may request a change in investment allocation strategy.
No such request will be in effect without the Company's prior written approval.
If we agree to any changes, they will be effective on the date we approve such
request.
We require that the Account Value be invested in accordance with the mutually
agreed-upon Asset Allocation Strategy. Any applicable Asset Allocation
requirements will be determined on the Certificate Date for each certificate.
Changing funds or strategies within an Asset Allocation Strategy, or changing to
alternate Asset Allocation Strategies, is prohibited without our prior written
approval. In the event that the Funding Agreement Holder makes such changes
without the Company's prior written approval, the Funding Agreement Holder will
have 30 days from the date of the change to cure such prohibited changes.
Failure to cure prohibited changes within 30 days will result in termination of
the entire contract, and the Company will have no obligation to make any further
payments under the GRIP.
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8. SCHEDULE PAGES
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The Schedule Pages of the certificate will be completed based upon the
information contained in any application forms and the terms of this Master
Funding Agreement.
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9. SUSPENSION, TERMINATION
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SUSPENSION
Either party may suspend availability of the Guaranteed Retirement Income
Protector, without cause, for any new business upon 30 days written notice. No
new certificates may be issued while the Guaranteed Retirement Income Protector
is suspended. Either party may request from the other in writing to resume
availability of the Guaranteed Retirement Income Protector to new business at
any time after the suspension is in effect. Any resumption will be effective on
the first business day following mutual written agreement of the parties to
resume availability of the Guaranteed Retirement Income Protector for new
business.
TERMINATION
This Master Funding Agreement will terminate on the earliest of the following
dates:
(i) the date that the Company has fulfilled all of its duties and
obligations under the terms of the entire contract;
(ii) the date when no certificates are in force under the terms of the
entire contract;
(iii) the date there is a change in ownership of the Funding Agreement
Holder and the Company does not agree to continue to make the
benefit available;
(iv) the date a Company-approved Asset Allocation Strategy is no longer
offered by the Funding Agreement Holder;
(v) 30 days after the date a Company-approved Asset Allocation Strategy
is changed without the advance consent of the Company, or otherwise
changed in a manner that does not comply with Company-approved Asset
Allocation Strategies.
We will mail written notice to the Funding Agreement Holder at the most recent
post office address on file at our Operations Division, advising of the
termination. You will be responsible for notifying any in force Certificate
Holders of the termination of the Master Funding Agreement.
Additionally, either party may terminate this Master Funding Agreement upon [30]
days written notice, provided both parties have fulfilled all of their duties
and obligations thereunder.
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10. MISCELLANEOUS
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All charges, fees, and other monies payable to the Company shall be payable at
its Operations Division, and shall be in lawful money of the United States of
America.
The Company shall deal directly with the Funding Agreement Holder in accordance
with the terms and conditions of the Master Funding Agreement, but shall have
the right to deal directly with the Certificate Owner at its discretion,
particularly with respect to making payments under the GRIP.
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