0001001980-00-500010 Sample Contracts

JANUS ASPEN SERIES FUND PARTICIPATION AGREEMENT (Service Shares)
Participation Agreement • December 19th, 2000 • Southland Separate Account L1 • Texas

THIS AGREEMENT is made this 1st day of October 2000, between JANUS ASPEN SERIES, an open-end management investment company organized as a Delaware business trust (the "Trust"), and Southland Life Insurance Company, a life insurance company organized under the laws of the State of Texas (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").

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SCHEDULE C COMPENSATION SCHEDULE TO SELLING AGREEMENT FOR SOUTHLAND LIFE SURVIVOR DIMENSIONS VARIABLE UNIVERSAL LIFE
Selling Agreement • December 19th, 2000 • Southland 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 ______________________ 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 Southland Life Survivor Dimensions Variable Universal Life 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 Southland Life Insurance Company ("Southland").

DISTRIBUTION AND SHAREHOLDER SERVICES AGREEMENT Service Shares of Janus Aspen Series (for Insurance Companies)
Distribution and Shareholder Services Agreement • December 19th, 2000 • Southland Separate Account L1 • Colorado

This Agreement is made as of Oct 1, 2000, by and between Janus Distributors, Inc. (the "Distributor"), a Colorado corporation, and Southland Life Insurance Company (the "Company"), a Texas corporation.

AMENDMENT TO PARTICIPATION AGREEMENT
Participation Agreement • December 19th, 2000 • Southland Separate Account L1

THIS AGREEMENT is made by and among Southland Life Insurance Company, a life insurance company organized under the laws of the State of Texas (the "Company"), Variable Insurance Products Fund II, an unincorporated business trust organized under the laws of the Commonwealth of Massachusetts (the "Fund"), and Fidelity Distributors Corporation, a Massachusetts corporation (the "Underwriter") (collectively, the "Parties").

AMENDMENT TO PARTICIPATION AGREEMENT
Participation Agreement • December 19th, 2000 • Southland Separate Account L1

THIS AGREEMENT is made by and among Southland Life Insurance Company, a life insurance company organized under the laws of the State of Texas (the "Company"), Variable Insurance Products Fund, an unincorporated business trust organized under the laws of the Commonwealth of Massachusetts (the "Fund"), and Fidelity Distributors Corporation, a Massachusetts corporation (the "Underwriter") (collectively, the "Parties").

AMENDMENT TO PARTICIPATION AGREEMENT BETWEEN SOUTHLAND LIFE INSURANCE COMPANY AND INVESCO FUNDS GROUP, INC.
Participation Agreement • December 19th, 2000 • Southland Separate Account L1

This Amendment is dated as of the 4th day of October, 2000 by and between Southland Life Insurance Company ("Southland Life") and INVESCO Funds Group, Inc. ("INVESCO").

AMENDMENT TO PARTICIPATION AGREEMENT
Participation Agreement • December 19th, 2000 • Southland Separate Account L1

THIS AGREEMENT is made by and among Southland Life Insurance Company, a life insurance company organized under the laws of the State of Texas (the "Company"), Variable Insurance Products Fund II, an unincorporated business trust organized under the laws of the Commonwealth of Massachusetts (the "Fund"), and Fidelity Distributors Corporation, a Massachusetts corporation (the "Underwriter") (collectively, the "Parties").

PARTICIPATION AGREEMENT AMONG SOUTHLAND LIFE INSURANCE COMPANY, THE GCG TRUST, AND DIRECTED SERVICES, INC.
Participation Agreement • December 19th, 2000 • Southland Separate Account L1 • Delaware

THIS AGREEMENT, dated as of the 11th day of December 2000, by and among Southland Life Insurance Company (the "Company"), a life insurance company organized under the laws of the State of Texas, on its own behalf and on behalf of each separate account of the Company set forth on Schedule A hereto as may be amended from time to time (such accounts hereinafter collectively referred to as the "Accounts"), the GCG Trust (the "Trust"), a management investment company and business trust organized under the laws of the Commonwealth of Massachusetts, and Directed Services, Inc.(the "Adviser" and the "Distributor), a corporation organized under the laws of the State of New York.

SCHEDULE C COMPENSATION SCHEDULE TO SELLING AGREEMENT FOR SOUTHLAND LIFE SURVIVOR DIMENSIONS VARIABLE UNIVERSAL LIFE
Selling Agreement • December 19th, 2000 • Southland 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_____________________, 2000, 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 Southland Life Survivor Dimensions Variable Universal Life 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 Southland Life Insurance Company ("Southland").

AMENDMENT TO PARTICIPATION AGREEMENT
Participation Agreement • December 19th, 2000 • Southland Separate Account L1

THIS AGREEMENT is made by and among Southland Life Insurance Company, a life insurance company organized under the laws of the State of Texas (the "Company"), Variable Insurance Products Fund, an unincorporated business trust organized under the laws of the Commonwealth of Massachusetts (the "Fund"), and Fidelity Distributors Corporation, a Massachusetts corporation (the "Underwriter") (collectively, the "Parties").

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