0001193125-21-131842 Sample Contracts

AMENDMENT TO PARTICIPATION AGREEMENT Regarding RULES 30e-3 and 498A
Participation Agreement • April 26th, 2021 • Guardian Separate Acct N of the Guardian Ins & Annuity Co

The Guardian Insurance & Annuity Company, Inc. (the ‘‘Company”), the Victory Variable Insurance Funds, (the “ Fund”), and Victory Capital Services, Inc. (f/k/a Victory Capital Advisers, Inc.) (the “ Underwriter”), and Victory Capital Management Inc. , (the “ Advise r” ) entered into a certain participation agreement dated June 13, 2016 (the “ Participation Agreement”), as may be amended. This Amendment (the “Amendment”) to the Participation Agreement is entered into as of 12/11/2020, by and among the Company, on its own behalf and on behalf of each separate account of the Company as set forth in the Participation Agreement, as may be amended from time to time (individually and collectively the “Accounts”), the Fund, on behalf of the Portfolios (as defined below), individually and not jointly, the Underwriter and the Adviser (collectively , the “ Parties” ). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Participation Agreement (defined abo

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AMENDMENT TO PARTICIPATION AGREEMENT Regarding RULES 30e-3 and 498A
Participation Agreement • April 26th, 2021 • Guardian Separate Acct N of the Guardian Ins & Annuity Co

The Guardian Insurance & Annuity Company, Inc. (the “Company’’), Davis Variable Account Fund, Inc., (the ‘“Fund”), and Davis Distributors, LLC. (the “Underwriter”), entered into a certain participation agreement dated June 29, 1999 (the “Participation Agreement”), as may be amended. This Amendment (the “Amendment”) to ·the Participation Agreement is entered into as of October 20, 2020, by and among the Company, on its own behalf and on behalf of each separate account of the Company as set forth in the Participation Agreement, as may be amended from time to time (individually and collectively the “Accounts’’), the Fund and the Underwriter (collectively, the “Parties”).

AMENDMENT TO PARTICIPATION AGREEMENT Regarding RULES 30e-3 and 498A
Participation Agreement • April 26th, 2021 • Guardian Separate Acct N of the Guardian Ins & Annuity Co

The Guardian Insurance & Annuity Company, Inc. (the “Company”), the PIMCO Variable Insurance Trust, (the “Fund”), and PIMCO Investments LLC (the “Underwriter”) entered into a certain participation agreement dated January l, 2009 (the “Participation Agreement”), as may be amended. This Amendment (the “Amendment”) to the Participation Agreement is entered into as of January l, 2021, by and among the Company, on its own behalf and on behalf of each separate account of the Company as set forth in the Participation Agreement, as may be amended from time to time (individually and collectively the “Accounts”), the Fund and the Underwriter (collectively, the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Participation Agreement (defined above).

AMENDMENT TO PARTICIPATION AGREEMENT (Service Shares) Regarding RULES 30e-3 and 498A
Participation Agreement • April 26th, 2021 • Guardian Separate Acct N of the Guardian Ins & Annuity Co

The Guardian Insurance & Annuity Company, Inc. (the “Company”), Janus Aspen Series, an open-end management investment company organized as a Delaware statutory trust, (the “Trust”) and Janus Distributors LLC, a Colorado corporation and distributor of the Trust’s shares (“Distributor”), entered into a certain fund participation agreement dated September 15, 2000 (the “Participation Agreement”), as amended. This Amendment (the “Amendment”) to the Participation Agreement is entered into as of December 8, 2020, by and among the Company on its own behalf and on behalf of each separate account of the Company as set forth in the Participation Agreement, as may be amended from time to time (individually and collectively the “Accounts”), the Trust and Distributor (collectively, the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Participation Agreement ( defined above).

AMENDMENT TO PARTICIPATION AGREEMENT Regarding FUND SHAREHOLDER REPORTS AND OTHER REQUIRED MATERIALS
Participation Agreement • April 26th, 2021 • Guardian Separate Acct N of the Guardian Ins & Annuity Co

The Guardian Insurance & Annuity Company, Inc. (hereinafter the “Company”), a Delaware corporation, each of VARIABLE INSURANCE PRODUCTS FUND, VARIABLE INSURANCE PRODUCTS FUND II, VARIABLE INSURANCE PRODUCTS FUND III and VARIABLE INSURANCE PRODUCTS FUND IV and VARIABLE INSURANCE PRODUCTS FUND V, each an unincorporated business trust organized under the laws of the Commonwealth of Massachusetts (each referred to hereinafter as the “Fund”)., and FIDELITY DISTRIBUTORS COMPANY LLC (hereinafter the “Underwriter” or “FDC”), a Massachusetts corporation , entered into a certain participation agreement dated December 1, 1997 (the “Participation Agreement”). This Amendment (the “Amendment”) to the Participation Agreement is entered into as of January 7, 2021, by and among the Company, on its own behalf and on behalf of each separate account of the Company as set forth on Schedule A to the Participation Agreement, as may be amended from time to time (individually and collectively the “Accounts”),

AMENDMENT TO PARTICIPATION AGREEMENT Regarding RULES 30e-3 and 498A
Participation Agreement • April 26th, 2021 • Guardian Separate Acct N of the Guardian Ins & Annuity Co

The Guardian Insurance & Annuity Company, Inc. (the “Company”), Franklin Templeton Variable Insurance Products Trust (the “Fund”), and Franklin/Templeton Distributors, Inc. (the “Distributor”), entered into a certain participation agreement dated May 1, 2002 (the “Participation Agreement”), as may be amended. This Amendment (the “Amendment”) to the Participation Agreement is entered into as of February 24, 2021, by and among the Company, on its own behalf and on behalf of each separate account of the Company as set forth in the Participation Agreement, as may be amended from time to time (individually and collectively the “Accounts”), the Fund, and the Distributor (collectively, the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

AMENDMENT TO PARTICIPATION AGREEMENT Regarding RULES 30e-3 and 498A
Participation Agreement • April 26th, 2021 • Guardian Separate Acct N of the Guardian Ins & Annuity Co

The Guardian Insurance & Annuity Company, Inc. (the “Company”), PIONEER VARIABLE CONTRACTS TRUST, a Delaware business Trust (“the Trust”), AMUNDI PIONEER ASST MANAGEMENT, INC. (f/k/a PIONEER INVESTMENT MANAGEMENT, INC.) (“APAM”), and AMUNDI PIONEER DISTRIBUTOR, INC. (f/k/a PIONEER FUNDS DISTRIBUTOR, INC.) (the “Underwriter”), entered into a certain participation agreement dated January 1, 2009 (the “Participation Agreement”), as may be amended. This Amendment (the “Amendment”) to the Participation Agreement is entered into as of December 07, 2020, by and among the Company, on its own behalf and on behalf of each separate account of the Company as set forth in the Participation Agreement, as may be amended from time to time (individually and collectively the “Accounts”), the Trust, APAM, and the Underwriter (collectively, the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Participation Agreement (defined above).

AMENDMENT TO PARTICIPATION AGREEMENT Regarding RULES 30e-3 and 498A
Participation Agreement • April 26th, 2021 • Guardian Separate Acct N of the Guardian Ins & Annuity Co

The Guardian Insurance & Annuity Company, Inc. (the “Company”), the PUTNAM VARIABLE TRUST, (the “Fund”), and PUTNAM RETAIL MANAGEMENT LIMITED PARTNERSHIP (the “Underwriter”), entered into a certain participation agreement dated May 18, 2012 (the “Participation Agreement”), as may be amended. This Amendment (the “Amendment”) to the Participation Agreement is entered into as of December 15, 2020, by and among the Company, on its own behalf and on behalf of each separate account of the Company as set forth in the Participation Agreement, as may be amended from time to time (individually and collectively the “Accounts”), the Fund and the Underwriter (collectively, the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Participation Agreement (defined above).

AMENDMENT TO PARTICIPATION AGREEMENT Regarding RULES 30e-3 and 498A
Participation Agreement • April 26th, 2021 • Guardian Separate Acct N of the Guardian Ins & Annuity Co

The Guardian Insurance & Annuity Company, Inc. (the “Company”), the MFS VARIABLE INSURANCE TRUST, a Massachusetts business trust (“Trust I”), MFS VARIABLE INSURANCE TRUST II, a Massachusetts business trust (“Trust II”), MFS VARIABLE INSURANCE TRUST III, a Delaware statutory trust (“Trust III”) (Trust I, Trust II and Trust III, (collectively, the “Fund”), and MFS FUND DISTRIBUTORS, INC., (the “Underwriter”), entered into a certain participation agreement dated May 1, 2000 (the “Participation Agreement”), as may be amended. This Amendment (the “Amendment”) to the Participation Agreement is entered into as of December 23, 2020, by and among the Company, on its own behalf and on behalf of each separate account of the Company as set forth in the Participation Agreement, as may be amended from time to time (individually and collectively the “Accounts”), the Fund and the Underwriter (collectively, the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed t

AMENDMENT TO PARTICIPATION AGREEMENT Regarding RULES 30e-3 and 498A
Participation Agreement • April 26th, 2021 • Guardian Separate Acct N of the Guardian Ins & Annuity Co

The Guardian Insurance & Annuity Company, Inc. (the “Company”), Columbia Funds Variable Series Trust II, an open-end management investment company organized under the laws of the Commonwealth of Massachusetts (the “Fund”), Columbia Management Investment Distributors, Inc., the Fund Distributor, a Delaware corporation (the “Underwriter”), and Columbia Management Investment Advisers, LLC (the “Adviser”), a Minnesota limited liability company entered into a certain participation agreement dated May 1, 2016 (the “Participation Agreement”), as may be amended. This Amendment (the “Amendment”) to the Participation Agreement is entered into as of January 12, 2021, by and among the Company, on its own behalf and on behalf of each separate account of the Company as set forth in the Participation Agreement, as may be amended from time to time (individually and collectively the “Accounts”), the Fund and the Underwriter (collectively, the “Parties”). Capitalized terms not otherwise defined herein s

SIXTH AMENDMENT TO PARTICIPATION AGREEMENT Regarding RULES 30e-3 and 498A
Participation Agreement • April 26th, 2021 • Guardian Separate Acct N of the Guardian Ins & Annuity Co

The Guardian Insurance & Annuity Company, Inc. (the “Company”), the Ivy Variable Insurance Portfolios (“Ivy VIP”), and Ivy Distributors, Inc. (“IDI”), entered into a certain participation agreement dated June 1, 2010 (the “Participation Agreement”), as amended. This Amendment (the “Amendment”) to the Participation Agreement is entered into as of December 8, 2020, by and among the Company, on its own behalf and on behalf of each Variable Account as set forth in the Participation Agreement, as may be amended from time to time, Ivy VIP and IDI (collectively, the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Participation Agreement (defined above).

AMENDMENT TO PARTICIPATION AGREEMENT Regarding RULES 30e-3 and 498A
Participation Agreement • April 26th, 2021 • Guardian Separate Acct N of the Guardian Ins & Annuity Co

The Guardian Insurance & Annuity Company, Inc. (the “Company”) Park Avenue Securities LLC (successor to Guardian Investor Services LLC) (“PAS”), AIM Variable Insurance Funds (Invesco Variable Insurance Funds) (the “Fund’), a Delaware trust, and Invesco Distributors, Inc. (the “Underwriter”), a Delaware corporation, entered into a certain participation agreement dated February 2, 1998 (the “Participation Agreement”), as may be amended. This Amendment (the “Amendment’) to the Participation Agreement is entered into as of January 1, 2021, by and among the Company, on its own behalf and on behalf of each separate account of the Company as set forth in the Participation Agreement, as may be amended from time to time (individually and collectively the “Accounts”), PAS, the Fund and the Underwriter (collectively the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

AMENDMENT TO Shareholder Services AGREEMENT Regarding RULES 30-3 and 498A
Shareholder Services Agreement • April 26th, 2021 • Guardian Separate Acct N of the Guardian Ins & Annuity Co

The Guardian Insurance & Annuity Company, Inc. (the “Company”), American Century Investment Management, Inc. (the “Fund”), and American Century Investment Services, Inc. (“Distributor”), entered into a certain shareholder services agreement dated February 2, 1998 (the “Shareholder Services Agreement”), as may be amended. This Amendment (the “Amendment”) to the Shareholder Services Agreement is entered into as of November 5, 2020, by and among the Company, on its own behalf and on behalf of each separate account of the Company as set forth in the Shareholder Services Agreement, as may be amended from time to time (individually and collectively the “Accounts”), the Fund and the Distributor (collectively, the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement (defined below).

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