0000103007-09-000007 Sample Contracts

First Amendment to the Amended and Restated Selling and Services Agreement and Participation Agreement
Participation Agreement • April 9th, 2009 • Variable Annuity Acct C of Ing Life Insurance & Annuity Co

This First Amendment dated as of February 5, 2009 by and between ING Life Insurance and Annuity Company (“ING Life”), ING Institutional Plan Services, LLP (“ING Institutional”), ING Financial Advisers, LLC (“ING Financial”)(collectively “ING”), and Fred Alger & Company, Incorporated (“Distributor”), is made to the Amended and Restated Selling and Services Agreement and Fund Participation Agreement dated as of May 1, 2008 (the “Agreement”). Terms defined in the Agreement are used herein as therein defined. WHEREAS, the parties wish to add ING Institutional to the Agreement; and WHEREAS, the parties wish to make additional funds available under the Agreement. NOW, THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, the parties agree as follows: 1. ING Institutional is hereby added to the Agreement as an additional recordkeeper, and all provisions in the Agreement relating to ING Life in its capacity as a recordkeeper in connection wit

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FIFTH AMENDMENT OF PARTICIPATION AGREEMENT
Participation Agreement • April 9th, 2009 • Variable Annuity Acct C of Ing Life Insurance & Annuity Co
SELLING AND SERVICES AGREEMENT AND FUND PARTICIPATION AGREEMENT
Selling and Services Agreement • April 9th, 2009 • Variable Annuity Acct C of Ing Life Insurance & Annuity Co • New York

THIS AGREEMENT, made and entered into as of this __5th_ day of __October____, 2006 by and among ING Life Insurance and Annuity Company ("ING Life"), ING Financial Advisers, LLC ("ING Financial") (collectively, "ING"), and BlackRock Distributors, Inc. ("Distributor"), acting as agent for the registered open-end management investment companies whose shares are or may be underwritten by Distributor (each a "Fund" or collectively the "Funds"). WHEREAS, Distributor acts as principal underwriter for the Funds; and WHEREAS, ING Life is an insurance company that issues annuity contracts to, and/or provides various recordkeeping and other administrative services to, certain plans under Sections 401, 403(b), 457 or 408 of the Internal Revenue Code of 1986, as amended ("Code"), certain nonqualified deferred compensation arrangements, and custodial accounts under Section 403(b)(7) or 408 of the Code (collectively, "Plans"); and WHEREAS, such Plans may invest in the Funds directly,

RULE 22C-2 AGREEMENT
Rule 22c-2 Agreement • April 9th, 2009 • Variable Annuity Acct C of Ing Life Insurance & Annuity Co
AMENDED AND RESTATED SELLING AND SERVICES AGREEMENT AND FUND PARTICIPATION AGREEMENT
Selling and Services Agreement • April 9th, 2009 • Variable Annuity Acct C of Ing Life Insurance & Annuity Co • Connecticut

THIS AGREEMENT, made and entered into as of this 1st day of May, 2008 by and among ING Life Insurance and Annuity Company (“ING Life”), ING Financial Advisers, LLC (“ING Financial”) (collectively, “ING”), and Fred Alger & Company, Incorporated (“Distributor”), acting as agent for the registered open-end management investment companies whose shares are or may be underwritten by Distributor (each a “Fund” or collectively the “Funds”) amends and restates in its entirety the Selling and Services Agreement and Fund Participation Agreement executed between the parties as of June 11, 2007. WHEREAS, Distributor acts as principal underwriter for the Funds; and WHEREAS, ING Life is an insurance company that issues annuity contracts to, and/or provides various recordkeeping and other administrative services to, certain plans under Sections 401, 403(b), 457 or 408 of the Internal Revenue Code of 1986, as amended (“Code”), certain nonqualified deferred compensation arrangements, and

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