0001193125-08-205021 Sample Contracts

Form of Participation Agreement
Participation Agreement • October 2nd, 2008 • Separate Account Va-5 of Transamerica Occidental Life Insura • Iowa

THIS AGREEMENT, made and entered into as of the day of , , by and among TRANSAMERICA LIFE INSURANCE COMPANY, (hereinafter the “Company”), an Iowa 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 the INSURANCE TRUST, a business trust organized under the laws of (hereinafter the “Trust”) and SECURITIES, INC. (hereinafter the “Underwriter”), a corporation.

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Annuity Contract • October 2nd, 2008 • Separate Account Va-5 of Transamerica Occidental Life Insura

This is a legal contract between the Owner and Transamerica Occidental Life Insurance Company (hereinafter referred to as “we”, “us”, “our” and the “Company”).

AMENDMENT NO. 10 TO AMENDED AND RESTATED PRINCIPAL UNDERWRITING AGREEMENT
Principal Underwriting Agreement • October 2nd, 2008 • Separate Account Va-5 of Transamerica Occidental Life Insura

Amendment dated October 1, 2008, to the Amended and Restated Principal Underwriting Agreement, dated as of May 1, 2002, by and between Transamerica Capital, Inc. (“TCI”) and Transamerica Life Insurance Company (“Transamerica”) (the “Agreement”).

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