0001193125-04-208806 Sample Contracts

PARTICIPATION AGREEMENT Among VARIABLE INSURANCE PRODUCTS FUNDS, FIDELITY DISTRIBUTORS CORPORATION and STANDARD INSURANCE COMPANY
Participation Agreement • December 7th, 2004 • Standard Insurance Co • Massachusetts

THIS AGREEMENT, made and entered into as of the 15th day of December, 2004 by and among STANDARD INSURANCE COMPANY, (hereinafter the “Company”), an Oregon corporation, 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 such account hereinafter referred to as the “Account”); and FIDELITY DISTRIBUTORS CORPORATION (hereinafter the “Underwriter”), a Massachusetts corporation; and each of VARIABLE INSURANCE PRODUCTS FUND, VARIABLE INSURANCE PRODUCTS FUND II and VARIABLE INSURANCE PRODUCTS FUND III, each an unincorporated business trust organized under the laws of the Commonwealth of Massachusetts (each referred to hereinafter as the “Fund”).

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Participation Agreement as of January 1, 2005 Franklin Templeton Variable Insurance Products Trust Franklin/Templeton Distributors, Inc. Standard Insurance Company StanCorp Equities, Inc. CONTENTS
Participation Agreement • December 7th, 2004 • Standard Insurance Co • California

ACTION: Notice of application for an amended order of exemption pursuant to Section 6(c) of the Investment Company Act of 1940 (the “1940 Act”) from the provisions of Sections 9(a), 13(a), 15(a) and 15(b) of the 1940 Act and Rules 6e-2(b)(15) and 6e-3(T)(b)(15) thereunder.

PARTICIPATION AGREEMENT Among WM FINANCIAL SERVICES, INC., WM FUND DISTRIBUTOR, INC. and STANDARD INSURANCE COMPANY
Participation Agreement • December 7th, 2004 • Standard Insurance Co

THIS AGREEMENT, made and entered into as of this day of , 2004 by and among Standard Insurance Company (hereinafter, the “Company”), an Oregon 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”), WM Financial Services, Inc., a corporation organized under the laws of (hereinafter referred to as the “Fund”) and WM Fund Distributor, Inc. (hereinafter the “Underwriter”), a corporation.

PARTICIPATION AGREEMENT Among VANGUARD VARIABLE INSURANCE FUND and THE VANGUARD GROUP, INC. and VANGUARD MARKETING CORPORATION and STANDARD INSURANCE COMPANY
Participation Agreement • December 7th, 2004 • Standard Insurance Co • Oregon

THIS AGREEMENT, made and entered into as of the 30th day of November, 2004, by and among VANGUARD VARIABLE INSURANCE FUND (hereinafter the “Fund”), a Delaware business trust, THE VANGUARD GROUP, INC. (hereinafter the “Sponsor”), a Pennsylvania corporation, VANGUARD MARKETING CORPORATION (hereinafter the “Distributor”), a Pennsylvania corporation, and STANDARD INSURANCE COMPANY (hereinafter the “Company”), an Oregon corporation, on its own behalf and on behalf of each segregated asset account of the Company named in Schedule A hereto as may be amended from time to time (each such account hereinafter referred to as the “Account”).

FUND PARTICIPATION AGREEMENT
Fund Participation Agreement • December 7th, 2004 • Standard Insurance Co • New York

THIS AGREEMENT, made as of the day of , 200 , by and between NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST (“TRUST”), NEUBERGER BERMAN MANAGEMENT INC. (“NB MANAGEMENT”), a New York corporation, and (“LIFE COMPANY”), a life insurance company organized under the laws of the State of .

PARTICIPATION AGREEMENT Between BARON CAPITAL, INC. and STANDARD INSURANCE COMPANY
Participation Agreement • December 7th, 2004 • Standard Insurance Co • New York

THIS AGREEMENT, made and entered into as of this 1st day of January, 2005 by Standard Insurance Company (hereinafter, the “Company”), an Oregon 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”), and Baron Capital Inc. (hereinafter the “Underwriter”), a New York corporation.

FUND PARTICIPATION AGREEMENT
Participation Agreement • December 7th, 2004 • Standard Insurance Co • Delaware

(This and related steps may occur later in the chronological process due to possible uncertainties relating to the proposals.)

PARTICIPATION AGREEMENT By and Among STANDARD INSURANCE COMPANY, GE INVESTMENTS FUNDS, INC. and GE ASSET MANAGEMENT INCORPORATED
Participation Agreement • December 7th, 2004 • Standard Insurance Co • Virginia

THIS PARTICIPATION AGREEMENT (this “Agreement”), made and entered into this day of November, 2004, by and among STANDARD INSURANCE COMPANY, organized under the laws of the State of Oregon (the “Company”), on its own behalf and on behalf of each segregated asset account of the Company named in Schedules 1 and 2 to this Agreement as may be amended from time to time (each account individually referred to as an “Account” and collectively referred to as the “Accounts”), GE INVESTMENTS FUNDS, INC., an open-end management investment company organized under the laws of the Commonwealth of Virginia (the “Fund”) on its own behalf and on behalf of the Portfolios named in Schedule 3 to this Agreement (each account individually referred to as a “Portfolio” and collectively referred to as the “Portfolios”); and GE ASSET MANAGEMENT INCORPORATED, a corporation organized under the laws of the State of Delaware (the “Adviser”).

FUND PARTICIPATION AGREEMENT
Fund Participation Agreement • December 7th, 2004 • Standard Insurance Co • New York

This Agreement is entered into as of the 1st day of January, 2005 between Standard Insurance Company, a life insurance company organized under the laws of the State of Oregon (“Insurance Company”), and Dreyfus Investment Portfolios (the “Fund”).

PARTICIPATION AGREEMENT Among DAVIS VARIABLE ACCOUNT FUND, INC. DAVIS DISTRIBUTORS, LLC. and STANDARD INSURANCE COMPANY
Participation Agreement • December 7th, 2004 • Standard Insurance Co • Maryland

THIS AGREEMENT, made and entered into this 15th day of November, 2004, by and among Standard Insurance Company (hereinafter the “Insurance Company”), an Oregon corporation, on its own behalf and on behalf of each segregated asset account of the Insurance Company set forth on Schedule A hereto as may be amended from time to time (each such account hereinafter referred to as the “Account”), DAVIS VARIABLE ACCOUNT FUND, INC., a Maryland Corporation (the “Company”) and Davis Distributors, LLC., a Delaware Limited Liability Company (“Davis Distributors”).

FUND PARTICIPATION AGREEMENT
Fund Participation Agreement • December 7th, 2004 • Standard Insurance Co • Pennsylvania

This AGREEMENT is made this day of , 200 , by and between Standard Insurance (the “Insurer”), a life insurance company domiciled in Oregon, on its behalf and on behalf of the segregated asset accounts of the Insurer listed on Exhibit A to this Agreement (the “Separate Accounts”); Insurance Series (the “Fund”), a Massachusetts business trust; and Federated Securities Corp. (the “Distributor”), a Pennsylvania corporation.

PARTICIPATION AGREEMENT
Participation Agreement • December 7th, 2004 • Standard Insurance Co • Delaware

THIS AGREEMENT, made and entered into this 2nd day of December, 2004 by and between GOLDMAN SACHS VARIABLE INSURANCE TRUST, an unincorporated business trust formed under the laws of Delaware (the “Trust”), GOLDMAN, SACHS & CO., a New York limited partnership (the “Distributor”), and STANDARD INSURANCE COMPANY, an Oregon life insurance company (the “Company”), on its own behalf and on behalf of each separate account of the Company identified herein.

August 27, 2004
Standard Insurance Co • December 7th, 2004 • Maryland

This letter sets forth the agreement (“Agreement”) between Standard Insurance Company (“you” or the “Company”) and the undersigned (“we” or “Price Associates”) concerning certain administration services to be provided by you, with respect to the [T. Rowe Price Equity Series, Inc.] and [T. Rowe Price Fixed Income Series, Inc.] (the “Fund” and collectively, the “Funds”).

STANDARD INSURANCE COMPANY
Standard Insurance Co • December 7th, 2004

This Group Annuity Contract is intended to provide you with financial services designed to receive and accumulate your funds for the prospective purchase of annuities and payment of benefits according to the terms of your Plan. It may be used to fund all or a part of the Plan’s obligation to the Participants.

Underwriting and Service Agreement
Underwriting and Service Agreement • December 7th, 2004 • Standard Insurance Co

This Agreement, dated is entered into by StanCorp Equities, Inc. (“SEI”) and Standard Insurance Company (“Standard”) on its own behalf and on behalf of Standard Insurance Company Separate Account C (the “Separate Account”).

PIMCO SERVICES AGREEMENT FOR ADMINISTRATIVE CLASS SHARES OF PIMCO VARIABLE INSURANCE TRUST
Pimco Services Agreement • December 7th, 2004 • Standard Insurance Co • California

The terms and conditions of this Services Agreement between Pacific Investment Management Company LLC (“PIMCO”) and Standard Insurance Company (the “Company”) are effective as of October 15, 2004.

SHAREHOLDER SERVICES AGREEMENT
Shareholder Services Agreement • December 7th, 2004 • Standard Insurance Co

THIS SHAREHOLDER SERVICES AGREEMENT is made and entered into as of October 1, 2004 by and between STANDARD INSURANCE COMPANY (the “Company”), and AMERICAN CENTURY INVESTMENT SERVICES, INC. (“Distributor”).

Selling Agreement for Group and Group Variable Annuities
Selling Agreement • December 7th, 2004 • Standard Insurance Co

together referred to as (“Producer”), and StanCorp Equities, Inc. (“SEI”) under agreement with its affiliate Standard Insurance Company (“Standard”) in order to market and service group annuity and group variable annuity contracts issued by Standard and underwritten and distributed by SEI (“Contract” or “Contracts”). These Contracts will be marketed and sold through brokers who are appointed insurance agents of Standard and registered representatives of the Broker/Dealer (“Registered Representative” or “Registered Representatives”).

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