0001193125-04-120161 Sample Contracts

PARTICIPATION AGREEMENT Among COVA FINANCIAL LIFE INSURANCE COMPANY, PIMCO VARIABLE INSURANCE TRUST, and PIMCO FUNDS DISTRIBUTORS LLC
Participation Agreement • July 19th, 2004 • Metlife Investors Variable Annuity Account Five • California

THIS AGREEMENT, dated as of the 15th day of November, 1999 by and among Cova Financial Life Insurance Company, (the “Company”), a California life insurance company, on its own behalf and on behalf of each segregated asset account of the Company set forth on Schedule A hereto as may be amended from time to time (each account hereinafter referred to as the “Account”), PIMCO Variable Insurance Trust (the “Fund”), a Delaware business trust, and PIMCO Funds Distributors LLC (the “Underwriter”), a Delaware limited liability company.

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PRINCIPAL UNDERWRITER’S AND SELLING AGREEMENT
Principal Underwriter’s and Selling Agreement • July 19th, 2004 • Metlife Investors Variable Annuity Account Five

All notices, requests, demands and other communications under this Agreement shall be in writing and shall be deemed to have been given on the date of service if served personally on the party to whom notice is to be given, or on the date of mailing if sent by First Class Mail, Registered or Certified, postage prepaid and properly addressed.

AMENDMENT TO PRINCIPAL UNDERWRITER’S AND SELLING AGREEMENT
Principal Underwriter’s and Selling Agreement • July 19th, 2004 • Metlife Investors Variable Annuity Account Five

This Amendment amends the Principal Underwriter’s and Selling Agreement dated January 1, 2001, among MetLife Investors Insurance Company of California (“Insurance Company”) on behalf of MetLife Investors Variable Annuity Account Five (the “Variable account”), MetLife Investors Group, Inc. (“MLIG”) and MetLife Investors Distribution Company (“Principal Underwriter”) as follows:

PARTICIPATION AGREEMENT
Participation Agreement • July 19th, 2004 • Metlife Investors Variable Annuity Account Five • Massachusetts

PARTICIPATION AGREEMENT (the “Agreement”) made by and between SCUDDER VARIABLE SERIES I (formerly Scudder Variable Life Investment Fund) (the “Fund”), a Massachusetts business trust created under a Declaration of Trust dated March 15, 1985, as amended, with a principal place of business in Boston, Massachusetts and MetLife Investors Insurance Company of California (formerly Cova Financial Life Insurance Company), a California corporation (the “Company”), with a principal place of business in Newport Beach, California on behalf of separate accounts of the Company referred to in Schedule A hereto as amended from time to time (each, an “Account”).

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