0000917677-01-500003 Sample Contracts

AMENDMENT TO SECURITY LIFE OF DENVER INSURANCE COMPANY DISTRIBUTION AGREEMENT
Distribution Agreement • January 30th, 2001 • Security Life Separate Account L1

This Schedule "A" to the Distribution Agreement between Security Life of Denver Insurance Company ("Security Life") and ING America Equities, Inc. ("INGAE") dated September 22, 1994, sets forth the compensation to be paid to INGAE for its services as underwriter and distributor of the following products.

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AMENDMENT TO PARTICIPATION AGREEMENT AMONG SECURITY LIFE OF DENVER INSURANCE COMPANY, THE GCG TRUST, AND DIRECTED SERVICES, INC.
Participation Agreement • January 30th, 2001 • Security Life Separate Account L1

THIS AGREEMENT is made this ____ day of ____________________, 2001, by and among THE GCG TRUST (the "Trust"), a management investment company and business trust organized under the laws of the Commonwealth of Massachusetts, DIRECTED SERVICES, INC. (the "Adviser" and "Distributor"), a corporation organized under the laws of the State of New York and SECURITY LIFE OF DENVER INSURANCE COMPANY, a life insurance company organized under the laws of the State of Colorado (the "Company"), on its own behalf and on behalf of each segregated asset account of the Company set forth on Schedule A, as may be amended from time to time (the "Accounts").

AMENDMENT NO. 5 PARTICIPATION AGREEMENT
Participation Agreement • January 30th, 2001 • Security Life Separate Account L1

The Participation Agreement (the "Agreement"), dated December 3, 1997, by and among AIM Variable Insurance Funds, (formerly AIM Variable Insurance Funds, Inc.), a Delaware trust, Security Life of Denver Insurance Company, a Colorado life Insurance company and ING America Equities, Inc., a Colorado corporation, is hereby amended as follows:

SCHEDULE L COMPENSATION SCHEDULE TO SELLING AGREEMENT FOR SECURITY LIFE ASSET PORTFOLIO MANAGER JOINT SURVIVOR VARIABLE UNIVERSAL LIFE
Selling Agreement • January 30th, 2001 • Security Life Separate Account L1

This Schedule is an attachment to the ING America Equities, Inc. ("ING America Equities") Selling Agreement by and among the parties pursuant to paragraph 17 of that Selling Agreement, effective as of __________________, 2001 or the date that Selling Broker-Dealer submits an application for this product, whichever is later. The provisions of this Schedule shall apply only to Security Life Asset Portfolio Manager policies solicited and issued while this Schedule is in effect. All compensation payable under this Schedule shall be subject to the terms and conditions contained herein at the time of issue of the policy by Security Life of Denver Insurance Company ("Security Life").

AMENDMENT TO JANUS ASPEN SERIES FUND PARTICIPATION AGREEMENT (Service Shares)
Fund Participation Agreement • January 30th, 2001 • Security Life Separate Account L1

THIS AMENDMENT is made this 29th day of December, 2000 between JANUS ASPEN SERIES, an open-end management investment company organized as a Delaware business trust (the "Trust"), and SECURITY LIFE OF DENVER INSURANCE COMPANY, a life insurance company organized under the laws of the State of Colorado (the "Company"), on its own behalf and on behalf of each segregated asset account of the Company set forth on Schedule A, as may be amended from time to time (the "Accounts").

SIXTH AMENDMENT TO PARTICIPATION AGREEMENT
Participation Agreement • January 30th, 2001 • Security Life Separate Account L1

THIS AGREEMENT is made by and among Security Life of Denver Insurance Company, a life insurance company organized under the laws of the State of Colorado ("Insurance Company"), INVESCO Variable Investment Funds, Inc., a Maryland corporation (the "Company"), and INVESCO Funds Group, Inc., a Delaware corporation ("INVESCO") (collectively, the "Parties).

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