0000898432-11-000622 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • April 28th, 2011 • First Investors Life Variable Annuity Fund C

This underwriting agreement (“Agreement”) is effective as of January 19, 2011, by and among FIRST INVESTORS LIFE INSURANCE COMPANY (hereinafter referred to as "FIL"); First Investors Life Variable Annuity Fund C (hereinafter referred to as "Separate Account C"), which is registered as a unit investment trust under the Investment Company Act of 1940, as amended, and FIRST INVESTORS CORPORATION (hereinafter referred to as the "Underwriter"). This Agreement replaces and supersedes all previous underwriting agreements executed among the parties referred to herein.

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