Exhibit 1.A. (3)(a)
Underwriting Agreement
Exhibit 1A. (3)(a)
PRINCIPAL UNDERWRITER'S AGREEMENT
IT IS HEREBY AGREED by and between FIRST VARIABLE LIFE INSURANCE COMPANY
("INSURANCE COMPANY") on behalf of FIRST VARIABLE ANNUITY FUND A and FIRST
VARIABLE ANNUITY FUND E (the "Variable Accounts") and FIRST VARIABLE CAPITAL
SERVICES, INC. ("PRINCIPAL UNDERWRITER") as follows:
I
INSURANCE COMPANY proposes to issue and sell certain Variable Annuity
and Variable Life Contracts (collectively the "Contracts") of the Variable
Accounts to the public through PRINCIPAL UNDERWRITER. The PRINCIPAL
UNDERWRITER agrees to provide sales service subject to the terms and
conditions hereof. The Contracts to be sold are more fully described in the
registration statements and prospectuses hereinafter mentioned. Such
Contracts will be issued by INSURANCE COMPANY through the Variable Accounts.
II
INSURANCE COMPANY grants PRINCIPAL UNDERWRITER the exclusive right,
during the term of this Agreement, subject to registration requirements of
the Securities Act of 1933 and the Investment Company Act of 1940 and the
provisions of the Securities Exchange Act of 1934, to be the distributor of
the Contracts issued through the Variable Accounts. PRINCIPAL UNDERWRITER
will sell the Contracts under such terms as set by INSURANCE COMPANY and will
make such sales to purchasers permitted to buy such Contracts as specified in
the prospectus.
III
PRINCIPAL UNDERWRITER shall be compensated for its distribution service
in such amount as to meet all of its obligations to selling broker-dealers
with respect to all Purchase Payments accepted by INSURANCE COMPANY on the
Contracts covered hereby.
IV
On behalf of the Variable Accounts, INSURANCE COMPANY shall furnish
PRINCIPAL UNDERWRITER with copies of all prospectuses, financial statements
and other documents which PRINCIPAL UNDERWRITER reasonably requests for use
in connection with the distribution of the Contracts. INSURANCE COMPANY
shall provide to PRINCIPAL UNDERWRITER such number of copies of the current
effective prospectuses as PRINCIPAL UNDERWRITER shall request.
V
PRINCIPAL UNDERWRITER is not authorized to give any information, or to
make any representations concerning the Contracts or the Variable Accounts of
INSURANCE COMPANY
other than those contained in the current registration statements or
prospectuses relating to the Variable Accounts filed with the Securities and
Exchange Commission or such sales literature as may be authorized by
INSURANCE COMPANY.
VI
Both parties to this Agreement agree to keep the necessary records as
indicated by applicable state and federal law and to render the necessary
assistance to one another for the accurate and timely preparation of such
records.
VII
This Agreement shall be effective upon the execution hereof and will
remain in effect unless terminated as hereinafter provided. This Agreement
shall automatically be terminated in the event of its assignment by PRINCIPAL
UNDERWRITER.
This Agreement may at any time be terminated by either party hereto upon
60 days' written notice to the other party.
VIII
All notices, requests, demands and other communications under this
Agreement shall be in writing and shall be deemed to have been given on the
date of service if served personally on the party to whom notice is to be
given, or on the date of mailing if sent by First Class Mail, Registered or
Certified, postage prepaid and properly addressed.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
signed on their behalf by their respective officers thereunto duly authorized.
EXECUTED this 19 day of September, 1994.
INSURANCE COMPANY
FIRST VARIABLE LIFE INSURANCE COMPANY
BY: /S/ Xxxx X. Xxxxxxx
---------------------------------
PRINCIPAL UNDERWRITER
FIRST VARIABLE CAPITAL SERVICES, INC.
BY: /S/ Xxxxx X. Xxxxxxxx
---------------------------------
AMENDMENT NUMBER ONE
TO
PRINCIPAL UNDERWRITER'S AGREEMENT
AMENDMENT to Principal Underwriter's Agreement ("Agreement") dated
September 19, 1994 by and between FIRST VARIABLE LIFE INSURANCE COMPANY
("Insurance Company") on behalf of FIRST VARIABLE ANNUITY FUND A and FIRST
VARIABLE ANNUITY FUND E (the "Variable Accounts") and FIRST VARIABLE CAPITAL
SERVICES, INC. ("Principal Underwriter").
The Agreement is hereby amended to include SEPARATE ACCOUNT VL of the
Insurance Company as one of the Variable Accounts. In all other respects,
the terms, conditions and limitations of the Agreement , as amended, shall
continue in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
signed on their behalf by their respective officers thereunto duly authorized.
EXECUTED this __ day of _________, 1996.
INSURANCE COMPANY
FIRST VARIABLE LIFE INSURANCE COMPANY
BY: _______________________
PRINCIPAL UNDERWRITER
FIRST VARIABLE CAPITAL SERVICES, INC.
BY: __________________________
