0000892569-08-001562 Sample Contracts

PARTICIPATION AGREEMENT By and Among PACIFIC LIFE INSURANCE COMPANY And GE INVESTMENTS FUNDS, INC. And GE INVESTMENT DISTRIBUTORS, INC. And GE ASSET MANAGEMENT INCORPORATED
Participation Agreement • December 4th, 2008 • Separate Account a of Pacific Life Insurance Co • New York

THIS PARTICIPATION AGREEMENT (this “Agreement”), made and entered into as of the 1st day of December, 2008, by and among PACIFIC LIFE INSURANCE COMPANY, organized under the laws of the state of Nebraska (the “Company”), on its own behalf and on behalf of each segregated asset account of the Company named in Schedule 1 (Registered Accounts) and Schedule 2 (Unregistered Accounts) to this Agreement as may be amended from time to time (each account individually referred to as an “Account” and collectively referred to as the “Accounts”), GE INVESTMENTS FUNDS, INC., an open-end management investment company organized under the laws of the Commonwealth of Virginia (the “Fund”) on its own behalf and on behalf of the Portfolios named in Schedule 3 (Portfolios) to this Agreement (each portfolio individually referred to as a “Portfolio” and collectively referred to as the “Portfolios”); GE INVESTMENT DISTRIBUTORS, INC., a corporation organized under the laws of the State of Delaware (the “Distrib

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DISTRIBUTION SERVICES AGREEMENT
Distribution Services Agreement • December 4th, 2008 • Separate Account a of Pacific Life Insurance Co • Delaware

PACIFIC LIFE INSURANCE COMPANY, (“Insurer”) and INVESCO AIM DISTRIBUTORS, INC. (“Distributor”) (collectively, the “Parties”) mutually agree to the arrangements set forth in this Distribution Services Agreement (this “Agreement”) dated December 1, 2008.

ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • December 4th, 2008 • Separate Account a of Pacific Life Insurance Co • Delaware

PACIFIC LIFE INSURANCE COMPANY (“INSURER”) and INVESCO AIM ADVISORS, INC. (“INVESCO AIM”) (collectively, the “Parties”) mutually agree to the arrangements set forth in this Administrative Services Agreement (the “Agreement”) dated as of December 1, 2008.

VAN KAMPEN FUNDS INC. SHAREHOLDER SERVICE AGREEMENT
Shareholder Service Agreement • December 4th, 2008 • Separate Account a of Pacific Life Insurance Co • Delaware

This SHAREHOLDER SERVICE AGREEMENT (“Agreement”) is made and entered into as of this 1st day of December, 2008, by and between Van Kampen Funds Inc. (the “Distributor”) and Pacific Life Insurance Company (the “Company”).

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