PARTICIPATION AGREEMENT AMONG RS VARIABLE PRODUCTS TRUST, RS INVESTMENT MANAGEMENT CO. LLC, RS FUNDS DISTRIBUTOR LLC, AND THE GUARDIAN INSURANCE & ANNUITY COMPANY, INC.Participation Agreement • April 25th, 2016 • Guardian Separate Acct N of the Guardian Ins & Annuity Co • New York
Contract Type FiledApril 25th, 2016 Company JurisdictionTHIS PARTICIPATION AGREEMENT is made and entered into this 1st day of June 2014, by and among RS VARIABLE PRODUCTS TRUST, a Massachusetts business trust (the “Trust”); RS INVESTMENT MANAGEMENT CO. LLC, a Delaware limited liability company (the “Adviser”); for purposes of Sections 2.5 and 5.1 and Article VIII only, RS FUNDS DISTRIBUTOR LLC, a Delaware limited liability company (“RSFD”); and THE GUARDIAN INSURANCE & ANNUITY COMPANY, INC., a Delaware corporation (the “Company”) on its own behalf and on behalf of each of the segregated asset accounts of the Company set forth in Schedule A hereto, as may be amended from time to time (the “Accounts”).