0001585064-14-000012 Sample Contracts

FIDELITY & GUARANTY LIFE
Non-Statutory Stock Option Agreement • February 7th, 2014 • Fidelity & Guaranty Life • Life insurance • Delaware

This Employee Non-Statutory Stock Option Agreement (the “Agreement”), dated as of December 12, 2013, is entered into between Fidelity & Guaranty Life, a Delaware corporation, and the Employee whose name appears on the signature page hereof.

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 7th, 2014 • Fidelity & Guaranty Life • Life insurance • New York

REGISTRATION RIGHTS AGREEMENT (as amended from time to time, this “Agreement”), dated as of December 18, 2013, by and among Fidelity & Guaranty Life, a Delaware corporation (the “Company”), and each of the stockholders of the Company whose name appears on the signature pages hereof and any Person who becomes a party hereto pursuant to Section 7(d) (such stockholders each referred to individually as a “Stockholder,” and collectively the “Stockholders”).

FIDELITY & GUARANTY LIFE
Unrestricted Stock Agreement • February 7th, 2014 • Fidelity & Guaranty Life • Life insurance • Delaware

This UNRESTRICTED STOCK AGREEMENT, dated as of December 12, 2013 (the “Grant Date”) (this “Agreement”) is entered into by and between Fidelity & Guaranty Life, a Delaware corporation (the “Company”) and [[FIRSTNAME]] [[LASTNAME]] (the “Employee”).

FIDELITY & GUARANTY LIFE
Restricted Stock Agreement • February 7th, 2014 • Fidelity & Guaranty Life • Life insurance • Delaware

This RESTRICTED STOCK AGREEMENT, dated as of December 12, 2013 (the “Grant Date”) (this “Agreement”) is entered into by and between Fidelity & Guaranty Life, a Delaware corporation (the “Company”) and [[FIRSTNAME]] [[LASTNAME]] (the “Employee”).

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