0001190903-11-000343 Sample Contracts

Fund Participation Agreement
Fund Participation Agreement • April 20th, 2011 • Nationwide Variable Account Ii • Delaware

This Fund Participation Agreement ("Agreement"), dated as of the 30th day of June, 1999 is made by and between Nationwide Life Insurance Company and Nationwide Life and Annuity Insurance Company (separately or collectively "Nationwide") on behalf of the Nationwide separate accounts identified on Exhibit A which is attached hereto, as may be amended from time to time ("Variable Accounts"), The Victory Variable Insurance Funds, an unincorporated business trust organized under the laws of the state of Delaware, on behalf of the mutual funds listed on Exhibit A (the "Funds"), Key Asset Management Inc. ("Key") and BISYS Fund Services Limited Partnership ("BISYS"), which serve respectively as adviser and distributor to the Funds.

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