THE PRUDENTIAL [Logo] THE PRUDENTIAL
INSURANCE COMPANY
OF AMERICA
agrees to pay the benefits provided under this contract in accordance with
and subject to its terms.
Contract-Holder: Plan:
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Effective Date: Group Annuity Contract Number:
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Provisions and Schedules Jurisdiction:
attached:
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THE PRUDENTIAL INSURANCE COMPANY
OF AMERICA
By:
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Title: President /s/
Date: Secretary /s/
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Attest
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Date:
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Group Annuity Contract providing for contributions on account of
Participants. Annual determination of participation in divisible surplus.
All subject to the provisions of this contract.
NOTICE - ALL CONTRACTUAL VALUES OR PAYMENTS PROVIDED BY THIS CONTRACT, WHEN
BASED ON THE INVESTMENT RESULTS OF A PRUDENTIAL SEPARATE ACCOUNT DESCRIBED IN
THIS CONTRACT, ARE VARIABLE, SUBJECT TO CHANGE BOTH UP AND DOWN, AND ARE NOT
GUARANTEED AS TO DOLLAR AMOUNT.
19081-A
GVA-1010
9/84
TABLE OF CONTENTS
PROVISION Serial Page
I. CONTRIBUTIONS - ACCOUNTS - CHARGES
1.2 Contributions. . . . . . . . . . . . . . . . . . . 100
1.2 Participant's Accounts . . . . . . . . . . . . . . 100
1.3 Annual Account Charge. . . . . . . . . . . . . . . 100
1.4 Reports. . . . . . . . . . . . . . . . . . . . . . 110
II. INVESTMENT ACCOUNT - UNIT VALUES - COMMITTEE
2.1 The Prudential Variable Contract
Account-10 (VCA-10). . . . . . . . . . . . . . . 200
2.2 VCA-10 Unit Value. . . . . . . . . . . . . . . . . 200
2.3 VCA-10 Committee . . . . . . . . . . . . . . . . . 210
III. WITHDRAWALS AND TRANSFERS - DEATH PAYMENTS
3.1 Withdrawals. . . . . . . . . . . . . . . . . . . . 300
3.2 Death Payments . . . . . . . . . . . . . . . . . . 300
3.3 Transfers between Related Contracts. . . . . . . . 310
3.4 Transfers to Another Funding Agent . . . . . . . . 310
IV. ANNUITIES
4.1 Annuity Elections. . . . . . . . . . . . . . . . . 400
4.2 Annuity - Single Sum Payment Combination . . . . . 400
4.3 Small Annuities and Accounts . . . . . . . . . . . 400
4.4 Terms of Payment of Annuities. . . . . . . . . . . 400
4.5 Contract-Holder as Payee - Prudential as Agent . . 410
V. CHANGES
5.1 Changes by Prudential. . . . . . . . . . . . . . . 500
5.2 Changes by Agreement . . . . . . . . . . . . . . . 500
5.4 Persons Empowered to Act for Prudential. . . . . . 500
VI. DISCONTINUANCE - TERMINATION OF CONTRACT
6.1 Discontinuance of Establishing Participants'
Accounts . . . . . . . . . . . . . . . . . . . . 600
6.2 Discontinuance of Contributions under this
Contract . . . . . . . . . . . . . . . . . . . . 600
6.3 Termination of Contract. . . . . . . . . . . . . . 600
VII. GENERAL TERMS
7.1 Contract-Holder. . . . . . . . . . . . . . . . . . 700
7.2 Communications . . . . . . . . . . . . . . . . . . 700
7.3 Place of Payment -- Currency . . . . . . . . . . . 700
7.4 Information -- Records . . . . . . . . . . . . . . 710
7.5 Misstatements. . . . . . . . . . . . . . . . . . . 710
7.6 Plan Changes . . . . . . . . . . . . . . . . . . . 710
7.7 Divisible Surplus. . . . . . . . . . . . . . . . . 720
7.8 Entire Contract -- Construction . . . . . . . . . 720
GVA-1010
TC-100 (10)
9/84
TABLE OF CONTENTS
(Continued)
SCHEDULES Serial Page
Schedule A Forms of Annuity Which May Be Purchased. . . A-100
Schedule B Life - Payment Certain Annuity . . . . . . . S-100
Schedule C Life - Contingent Annuity. . . . . . . . . . S-100
Schedule D Payment Certain Annuity. . . . . . . . . . . S-100
GVA/GAA-1010/7211-82
TC-110
Provision I. CONTRIBUTIONS - ACCOUNTS - CHARGES:
1.1 CONTRIBUTIONS:
(a) Regular Contributions:
The contributions which are payable under this contract for a
Participant are the amounts of his compensation deferred pursuant to
the Plan and directed for payment hereunder. Contributions will be
transmitted by the Contract-Holder. A Participant is a person for whom
contributions have been paid under this contract and whose
Participant's Account (see section 1.2) has not been cancelled.
(To save words, male pronouns are used in this contract to refer to
both men and women.)
(b) Rollover Contributions:
An amount which qualifies as a rollover contribution pursuant to the
Federal Internal Revenue Code may be transferred to and paid under
this contract as a contribution by the Contract-Holder on a
Participant's behalf if permitted by the Plan. Prudential may require
proof that the amount paid so qualifies.
1.2 PARTICIPANT'S ACCOUNT:
Prudential will establish a "Participant's Account" for each person for
whom a contribution is paid under this contract. (The term "Participant's
Account" is not meant to confer on the Participant any rights to his
Account except as specifically provided in the Plan.) This Account is
expressed in Units of the separate investment account described in section
2.1.
A number of Units will be added to the Participant's Account on each day a
contribution is received by Prudential for the Participant. This number is
determined by dividing the dollar amount of the contribution by the Unit
Value for the day the contribution is received (see section 2.2 for a
description of the Unit Value). A number of Units will be subtracted from
the Participant's Account on each day on which a withdrawal is made from
his Account. This number is equal to the number requested for withdrawal
or, if applicable, the number determined by dividing the dollar amount to
be withdrawn by the Unit Value for the day of withdrawal.
A Participant's Account is the sum of the Units added to it, less the sum
of the Units subtracted from it. The dollar value of a Participant's
Account as of any day is the product of the number of Units in his Account
at the close of business on that day and the Unit Value for that day.
The Account is subject to charges described later.
1.3 ANNUAL ACCOUNT CHARGE:
On the last business day (see section 2.2) of each calendar year an amount
will be withdrawn from each Participant's Account equal to the Annual
Account Charge. Also, on any other day on which a Participant's Account is
cancelled, an amount will be withdrawn from his Account equal to the Annual
Account Charge. However, no Charge will be withdrawn if the Participant's
Account is being cancelled on a January 1 to purchase an annuity for him
under this contract.
GVA-1010
Serial 100 1.1-1.3
5/87
The Annual Account Charge is $20.
An Account may be established for the Participant in connection with the
Plan under another group annuity contract issued to the Contract-Holder by
Prudential (a "companion contract"). If so, the total Annual Account Charge
that applies to all his Accounts will not exceed $20. This charge will be
shared among his Accounts as Prudential determines. Also, no charge will be
withdrawn from his Account under this contract when it is cancelled unless
no amounts remain in an Account for him under a companion contract.
In addition to the Annual Account Charge, a charge may be made upon a
withdrawal from the Participant's Account (see section 3.1).
The Charge may be changed as provided in section 5.1.
1.4 REPORTS:
Prudential will periodically furnish a report with respect to each
Participant's Account which has not been cancelled. The report will show
the status of each Account as of the date of the report.
GVA-1010
Serial 110 (as modified by Form GAA-7471A) 1.4
Provisions II. INVESTMENT ACCOUNT - UNIT VALUES - COMMITTEE:
2.1 THE PRUDENTIAL VARIABLE CONTRACT ACCOUNT - 10 (VCA-10):
VCA-10 is a separate investment account of Prudential established pursuant
to a resolution adopted by its Board of Directors. The resolution provides
that this account is to be used for contracts which state that certain
payments and values under them will vary to reflect the investment results
of this account.
The investments held in VCA-10 are intended to be composed primarily of
common stocks. Prudential will invest and reinvest the assets held in
VCA-10 in accordance with the investment objectives and policies
established for it.
The total market value of the assets held in VCA-10 at all times will be at
least equal to the total reserve liability required by law for all payments
or values which vary in dollar amount to reflect the investment results of
VCA-10. Assets held in VCA-10 equal in market value to that reserve
liability will be held for the sole benefit of all contracts which
participate in VCA-10. The amount, if any, by which the total market value
exceeds the total reserve liability will be subject to the exclusive
control of Prudential. Thus, Prudential may from time to time make
transfers between VCA-10 and its other investment accounts as, in its
judgment, experience warrants. A transfer will not affect Prudential's
contractual liabilities under this contract.
2.2 VCA-10 UNIT VALUE:
The VCA-10 Unit Value for any Business Day is the dollar value of one
VCA-10 Unit for that Business Day. ("Business Day" means a day the New York
Stock Exchange is open for trading.) The initial VCA-10 Unit Value was
$1.00. The VCA-10 Unit Value for any subsequent Business Day is determined
as of the end of that Business Day by multiplying the VCA-10 Unit Change
Factor for that Business Day by the VCA-10 Unit Value for the immediately
preceding Business Day. The VCA-10 Unit Value for any day which is not a
Business Day is equal to the VCA-10 Unit Value for the next Business Day.
The VCA-10 Unit Value will go up or down in accordance with the VCA-10 Unit
Change Factor described below.
To determine the VCA-10 Unit Change Factor for any Business Day, Prudential
will proceed as follows:
(a) Increase $1.00 by the rate of investment results of VCA-10 for that
Business Day, taking into account investment income and market value
changes after provision for any taxes applicable to contracts of this
class arising from the operation of VCA-10.
(b) Subtract from the result found in (a) the VCA-10 Investment Management
Fee per $1.00 at the effective annual rate of 0.25% for the number of
calendar days in the period from the end of the prior Business Day to
the end of the current Business Day. The aggregate amount by which
VCA-10 is reduced in each year by the Investment Management Fee will
be deducted from investment income to the extent possible; any balance
will be deducted from principal.
GVA-1010 (10)
Serial 200 2.1-2.2
(c) Provide for the Administrative Expense Charge at the effective annual
rate of 0.75%, against the assets of VCA-10. To do so, the result
found in (b) is divided by $1.00 increased at the effective annual
rate of 0.75% for the number of calendar days in the period from the
end of the prior Business Day to the end of the current Business Day.
The result found in (c) is the VCA-10 Unit Change Factor for that Business
Day.
The Investment Management Fee specified in item (b) above may be changed
from time to time pursuant to a change in the investment management
agreement between Prudential and the VCA-10 Account. Prudential will notify
the Contract-Holder of any such change.
In addition, this section may be changed as provided in section 5.1.
2.3 VCA-10 COMMITTEE:
The operation of VCA-10 will be supervised by The Prudential VCA-10
Committee (the "Committee"). The initial Committee members will be
appointed by Prudential. Thereafter, members will be elected by vote in
which the Contract-Holder will participate.
GVA-1010 (10) (as modified by GAA-7664)
Serial 210 2.3
Provision II. INVESTMENT ACCOUNT - UNIT VALUES - COMMITTEE:
2.1 THE PRUDENTIAL VARIABLE CONTRACT ACCOUNT - 11 (VCA-11):
VCA-11 is a separate investment account of Prudential established pursuant
to a resolution adopted by its Board of Directors. The resolution provides
that this account is to be used for contracts which state that certain
payments and values under them will vary to reflect the investment results
of this account.
The investments held in VCA-11 are intended to be composed of high-grade
money market instruments. Prudential will invest and reinvest the assets
held in VCA-11 in accordance with the investment objectives and policies
established for it.
The total value of the assets held in VCA-11 at all times will be at least
equal to the total reserve liability required by law for all payments or
values which vary in dollar amount to reflect the investment results of
VCA-11. Assets held in VCA-11 equal in value to that reserve liability will
be held for the sole benefit of all contracts which participate in VCA-11.
The amount, if any, by which the total value exceeds the total reserve
liability will be subject to the exclusive control of Prudential. Thus,
Prudential may from time to time make transfers between VCA-11 and its
other investment accounts as, in its judgment, experience warrants. A
transfer will not affect Prudential's contractual liabilities under this
contract.
2.2 VCA-11 UNIT VALUE:
The VCA-11 Unit Value for any Business Day is the dollar value of one
VCA-11 Unit for that Business Day. ("Business Day" means a day the New York
Stock Exchange is open for trading.) The initial VCA-11 Unit Value was
$1.00. The VCA-11 Unit Value for any subsequent Business Day is determined
as of the end of that Business Day by multiplying the VCA-11 Unit Change
Factor for that Business Day by the VCA-11 Unit Value for the immediately
preceding Business Day. The VCA-11 Unit Value for any day which is not a
Business Day is equal to the VCA-11 Unit Value for the next Business Day.
The VCA-11 Unit Value will go up or down in accordance with the VCA-11 Unit
Change Factor described below.
To determine the VCA-11 Unit Change Factor for any Business Day, Prudential
will proceed as follows:
(a) Increase $1.00 by the rate of investment results of VCA-11 for that
Business Day, taking into account investment income and changes in the
value of investments after provision for any taxes applicable to
contracts of this class arising from the operation of VCA-11.
(b) Subtract from the result found in (a) the VCA-11 Investment Management
Fee per $1.00 at the effective annual rate of 0.25% for the number of
calendar days in the period from the end of the prior Business Day to
the end of the current Business Day. The aggregate amount by which
VCA-11 is reduced in each year by the Investment Management Fee will
be deducted from investment income to the extent possible; any balance
will be deducted from principal.
GVA-1010 (11)
Serial 200 2.1-2.2
(c) Provide for the Administrative Expense Charge at the annual rate of
0.75%, against the assets of VCA-ll. To do so, the result found in (b)
is divided by $1.00 increased at the effective annual rate of 0.75%
for the number of calendar days in the period from the end of the
prior Business Day to the end of the current Business Day.
The result found in (c) is the VCA-ll Unit Change Factor for that Business
Day.
Prudential may, upon notice to the Contract-Holder, change the basis for
determining the Unit Value. The changed basis would be one designed to
maintain a constant Unit Value, with investment results being reflected
through the number of Units in Participants' Accounts.
The Investment Management Fee specified in item (b) above may be changed
from time to time pursuant to a change in the investment management
agreement between Prudential and the VCA-ll Account. Prudential will notify
the Contract-Holder of any such change.
This section may also be changed as provided in section 5.1.
2.3 VCA-ll COMMITTEE:
The operation of VCA-ll will be supervised by The Prudential VCA-ll
Committee (the "Committee"). The initial Committee members will be
appointed by Prudential. Thereafter, members will be elected by vote in
which the Contract-Holder will participate.
GVA-1010 (11) (as modified by GAA-7664)
Serial 210 2.3
5/87
Provision III. WITHDRAWALS AND TRANSFERS - DEATH PAYMENTS:
3.1 WITHDRAWALS:
The Contract-Holder will notify Prudential when a withdrawal is to be made
from a Participant's Account pursuant to the Plan. The minimum withdrawal
is $500, or the dollar value of his Account if smaller. Payment will
normally be made within seven days of Prudential's receipt of a duly
completed request for it. However, it may be paid at a later day if
permitted under the Investment Company Act of 1940.
The amount paid to the Contract-Holder will be the dollar amount withdrawn
less the withdrawal charge determined from the following table and the
Annual Account Charge if it applies. The amount payable is also referred to
as the "Withdrawal Value".
TABLE
Withdrawals made in the months
indicated, counting from the day
the Participant's Account was Withdrawal Charge per $1.00
established* being withdrawn.**
--------------------------------- ---------------------------
First 24 months $0.06
Next 36 months 0.05
Next 60 months 0.03
Next 60 months 0.02
Thereafter 0.00
*Or, if earlier, the day an Account was established for him under a
companion contract.
**No charge is made after the amount withdrawn equals the contributions
made for the Participant. In addition, no charge is made if the withdrawal
is made for reasons of Financial Hardship or Disability Retirement pursuant
to the terms of the Plan.
As of the first day no amounts remain in a Participant's Account or in an
Account for him under a companion contract, his Account is cancelled.
This section may be changed as provided in section 5.1.
3.2 DEATH PAYMENTS:
If a Participant dies before his Participant's Accounts have been
cancelled, the dollar value will be paid to the Contract-Holder. The
payment will be made in one sum unless the Contract-Holder directs
Prudential to purchase an annuity for the Participant's beneficiary
pursuant to the Plan. However, the Contract-Holder will retain all rights
with respect to the annuity. Proof of the Participant's death must be
received by Prudential before any payment will be made.
GVA-1010
Serial 300 3.1-3.2
5/87
The annuity form may be any of those described in section 4.4. No
contributions may be made to the Account after the Participant's death.
If a one sum payment is made on the Plan beneficiary's behalf within one
year of the Participant's death, it will be at least equal to the
contributions made for him under this contract less any withdrawals and
transfers.
As of the first day no amounts remain in the Participant's Account or in an
Account with respect to the Participant under a companion contract, the
Participant's Account is cancelled. Section 3.1 does not apply.
3.3 TRANSFERS BETWEEN RELATED CONTRACTS:
The Contract-Holder may transfer, pursuant to the Plan, an amount from a
Participant's Account to an Account maintained for him under a companion
contract. The minimum withdrawal to provide a transfer is $500, or the
dollar value of his Account if smaller. The transfer will normally be made
within seven days of Prudential's receipt of a duly completed request for
it. Section 3.1 does not apply to a withdrawal for this purpose. Transfers
are deemed to be made first from the contributions paid for the
Participant. Investment income is transferred when there are no longer any
contributions in the Participant's Account.
Amounts may be transferred to this contract from a companion contract. An
amount transferred to this contract for a Participant will be treated as
though it were a contribution made for him (see section 1.2). However in
determining any withdrawal charge, any portion of the amount transferred
which is investment income will not be considered as a contribution.
Prudential may, upon notice to the Contract-Holder, limit the frequency of
transfers. This action will take effect on the date of the notice.
This section may be changed as provided in section 5.1.
3.4 TRANSFERS TO ANOTHER FUNDING AGENT:
(a) At the Request of a Participant:
The Contract-Holder may transfer, pursuant to the request of a
Participant, the Withdrawal Value of the Participant's Account to an
annuity contract issued to the Contract-Holder which meets the _
conditions of Section 457 of the Federal Internal Revenue Code and is
provided by another financial institution. The transfer may be made
directly to that institution or by a payment (or payments) to the
Contract-Holder who then makes payment to the institution. The
transfer will normally be made within seven days after Prudential's
receipt of a duly completed transfer request.
The transfer will be a full settlement of Prudential's liability for
the Participant's Account.
GVA-1010
Serial 310 (as modified by Form GAA-7471A) 3.3-3.4
9/84
(b) At the Contract-▇▇▇▇▇▇'s Request:
The Contract-Holder may request Prudential to make transfer payments
to a funding agent named in the request. The transfer payment will be
made on the Transfer Date. The Transfer Date is the later of the day
specified in the request and the 90th day after its receipt by
Prudential.
All Participant's Accounts will be cancelled as of the Transfer Date.
A single liquidation account will be established equal to the sum of
the Withdrawal Values expressed in Units of the cancelled Accounts.
On the Transfer Date Prudential will withdraw the Units from the
liquidation account. The product of the number of Units withdrawn and
the Unit Value for the day of withdrawal will be transferred within
seven days thereafter.
Instead of making the transfer payment in cash, Prudential may make
all or part of it in the form of securities representing a uniform
percentage of each holding of the separate investment account
described in section 2.1.
(c) Upon Notice by Prudential:
If contributions are discontinued for all Participants pursuant to
section 6.2, Prudential may notify the Contract-Holder that transfer
payments will be made to the Contract-Holder or to a funding agent
named by the Contract-Holder. Prudential would do this if the
contributions are discontinued due to certain circumstances, such as a
change in any law or regulation, which in Prudential's judgment would
have an adverse effect on Prudential in fulfilling the terms of this
contract. In that case,
a Transfer Date will be established,
Participants' Accounts will be cancelled and a liquidation
account established, and
the transfer will be made
in the same manner as described in section 3.4(b).
This section may be changed as provided in section 5.1.
GVA-1010
Serial 320 (as modified by Form GAA-7471A) 3.4
5/87
Provision IV. ANNUITIES:
4.1 ANNUITIES:
Whenever a benefit with respect to a Participant's Account is payable in a
series of payments pursuant to the Plan, with the dollar amount of each
payment being determined as of the date payments begin, the Contract-Holder
will notify Prudential to have the Participant's Account applied to
purchase an annuity for him. However, the Contract-Holder will retain all
rights with respect to the annuity. The dollar value of the Account will be
applied.
The schedule of annuity purchase rates that applies is determined from
Schedule A. The monthly amount of annuity is determined from the schedule
of purchase rates for that annuity.
As of the first day no amounts remain in the Participant's Account or in an
Account for him under a companion contract, his Account is cancelled.
4.2 ANNUITY - SINGLE SUM PAYMENT COMBINATION:
The Contract-Holder may notify Prudential that only a portion of the
Participant's Account is to be applied to purchase an annuity with the
balance to be paid in a single sum. The first portion will be subject to
section 4.1 and the balance to section 3.1.
4.3 SMALL ANNUITIES AND ACCOUNTS:
If the total monthly amount of annuity which would otherwise be purchased
on behalf of any person under this contract and the companion contracts is
less than $50, Prudential may, in lieu of an annuity under this contract,
make payment in a single sum. The single sum will be equal to the amount
that would otherwise be applied to purchase an annuity as described in
section 4.1.
If no contributions have been made under this contract or any companion
contract for a Participant for a period of 24 months and the dollar value
of his Accounts under all the contracts is $1,000 or less, Prudential may
cancel his Account under this contract. If the Account is cancelled, its
dollar value will be paid to the Contract-Holder. The Annual Account Charge
will be made only if no Account remains for him under a companion contract.
4.4 TERMS OF PAYMENT OF ANNUITIES:
Life annuities and Payment Certain annuities are available under this
contract. A Life form of annuity is one payable at least during the
lifetime of the person (referred to as the "Annuitant") for whom it was
purchased. Depending upon the existence and nature of any payment payable
after the death of the Annuitant, a Life annuity will be one of the
following forms: Life Payment Certain, Life - Contingent, or Life - Payment
Certain Contingent annuity. A Payment Certain form of annuity may be
payable for a period less than the lifetime of the person for whom the
annuity was purchased. The terms of payment of each form of annuity are
described below.
GVA-1010
Serial 400 (as modified by Form GAA-7471A) 4.1-4.4
9/84
(a) Life Form of Annuity
The first monthly payment of a Life - Payment Certain annuity is
payable on the date the annuity is purchased. Monthly payments are
payable on the first day of each month thereafter throughout the
Annuitant's remaining lifetime. If the Annuitant dies before the
number of annuity payments made equals the number of Payments Certain
applicable to him, monthly annuity payments will be continued until
the total number of payments is so equal. These continued annuity
payments will each be in the same amount as was payable to the
Annuitant. The number of Payments Certain is established when the
annuity is purchased and may be 60, 120, 180, 240, or any other number
accepted by Prudential.
The first monthly payment of a Life - Contingent annuity is payable on
the date the annuity is purchased. Monthly payments are payable on the
first day of each month thereafter throughout the Annutiant's
remaining lifetime. If the Annuitant dies before the death of his
Contingent Annuitant, monthly Contingent Annuity payments will become
payable. The first payment of Contingent Annuity will be payable on
the first day of the month following the month in which the
Annuitant's death occurs. Monthly Contingent Annuity payments are
payable on the first day of each month thereafter throughout the
Contingent Annuitant's remaining lifetime. The last monthly payment is
payable for the month in which his death occurs. The amount of each
monthly Contingent Annuity payment will be a percentage of the monthly
annuity payment payable before the Annuitant's death. The percentage
is established when the annuity is purchased and may be 33 1/3%, 50%,
66 2/3% or 100%, or any other percentage accepted by Prudential. Under
a Life - Payment Certain Contingent annuity, a percentage payment will
not take effect until the end of the selected Payment Certain period.
(b) Payment Certain Annuity:
The first monthly payment of a Payment Certain annuity is payable on
the date the annuity is purchased. Monthly payments are payable on the
first day of each month thereafter until the total number of Payments
Certain specified when the annuity was purchased has been paid. The
number of Payments Certain may be 60, 120, 180, 240, or any other
number accepted by Prudential.
Other forms of annuity payments may be provided with the consent of
Prudential.
4.5 CONTRACT-HOLDER AS PAYEE - PRUDENTIAL AS AGENT:
Every payment with respect to any annuity will be paid to the Contract-
Holder. The Contract-Holder will notify Prudential forthwith of the death
of any Annuitant and Contingent Annuitant. The Contract-Holder will
reimburse Prudential for any payments made by Prudential which are in
excess of those provided by the annuity for the Annuitant.
However, the Contract-Holder may request Prudential to act as its agent for
the purpose of making payments to Annuitants, Contingent Annuitants, and
their beneficiaries. If Prudential assents to the request, it will make
payments to the persons rather than to the Contract-Holder. The
Contract-Holder may terminate this agency relationship at any time upon 45
days' advance notice to Prudential. Thereafter payments will be made to
the Contract-Holder.
GVA/GAA-1010/7211-82
Serial 410 (as modified by Forms GAA-7471A/7471) 4.5
9/84
Provision V. CHANGES:
5.1 CHANGES BY PRUDENTIAL:
Prudential may make changes in this contract as follows:
(a) The Annual Account Charge and the table of withdrawal charges may be
changed periodically on and after the second anniversary of the
Effective Date.
(b) The effective annual rate of the Administrative Expense Charge and the
terms and amounts (excluding the withdrawal charge table) of
withdrawals and transfers pursuant to Provision III may be changed
periodically on and after the fifth anniversary of the Effective Date.
(c) The schedules of annuity purchase rates may be changed periodically on
and after the tenth anniversary of the Effective Date.
Any change in the table of withdrawal charges and in Schedule D will apply
only to amounts added to Participants' Accounts on and after the date the
change takes effect. Any other change will apply to amounts in
Participants' Accounts whether added before or on and after the date the
change takes effect. Any change in the schedules of annuity purchase rates
will remain in effect for at least ten years.
Any change in accordance with this section will be made by giving notice to
the Contract-Holder at least 90 days before the date on which the change is
to take effect.
5.2 CHANGES BY AGREEMENT:
This contract may also be changed in any respect at any time or times by
agreement between the Contract-Holder and Prudential.
5.3 PERSONS EMPOWERED TO ACT FOR PRUDENTIAL:
No agent or other person except one of the following officers of Prudential
may change this contract or bind Prudential.
Chairman and Chief Executive Officer Associate Actuary
President Secretary
Vice President Assistant Secretary
Actuary
GVA-1010
Serial 500 (as modified by Form GAA-7471A) 5.1-5.3
9/84
Provision VI. DISCONTINUANCE - TERMINATION OF CONTRACT:
6.1 DISCONTINUANCE OF ESTABLISHING PARTICIPANTS' ACCOUNTS:
Prudential may notify the Contract-Holder that on and after a specified
date no new Participants' Accounts will be established under this contract.
The specified date may not be earlier than 90 days after the date of the
notice. Thereafter, only contributions for persons who are Participants on
the specified date will be accepted hereunder. In all other respects this
contract will continue to operate in accordance with its terms.
6.2 DISCONTINUANCE OF CONTRIBUTIONS UNDER THIS CONTRACT:
Contributions under this contract will be discontinued with respect to all
Participants:
(a) at any time after receipt by Prudential of notice thereof from the
Contract-Holder,
(b) when the Plan terminates,
(c) as of the effective date of any Plan change to which Prudential is
unable or unwilling to give effect under this contract (see section
7.6), or
(d) as of a date at least 90 days after notice to the Contract-Holder by
Prudential that no further contributions will be accepted hereunder.
After discontinuance the contract will continue to operate in accordance
with its terms with respect to Participants' Accounts. (This includes the
initiation of transfer payments as described in section 3.4(c)).
6.3 TERMINATION OF CONTRACT:
This contract will terminate when all the following have occurred:
(a) no further contributions may be paid under this contract;
(b) no Participant's Account remains uncancelled; and
(c) no further annuity or transfer payments are payable from this
contract.
GVA/GAA-1010/7211-82
Serial 600 (as modified by Forms GAA-7471A/7471) 6.1-6.3
5/87
Provision VII. GENERAL TERMS:
7.1 CONTRACT HOLDER:
Prudential will normally deal only with the Contract-Holder. However,
Prudential and the Contract-Holder may agree to do otherwise. Also, in some
cases the contract calls for dealing with another. Prudential will be
entitled to rely on any action taken or omitted by the Contract-Holder
pursuant to the terms of this contract.
The Contract-Holder may, from time to time, delegate to an agency certain
administrative powers and responsibilities which this contract assigns to
the Contract-Holder. Prudential is not bound to recognize any delegation
until it has received notice of it. The notice must specify those powers
and responsibilities and include evidence of acceptance by the agency. On
and after the date of receipt of the notice, Prudential will deal with the
agency with respect to those powers and responsibilities and will be
entitled to rely on any action taken or omitted by the agency with respect
thereto in the same manner as if dealing with the Contract-Holder. If any
agency fails or refuses to act with respect thereto, then the delegation
will be void for the purposes of this contract. Thereafter, Prudential will
deal only with the Contract-Holder. The Contract-Holder may give notice to
Prudential of delegation to another agency of specified powers and
responsibilities.
7.2 COMMUNICATIONS:
All communications to the Contract-Holder or to Prudential will be in
writing. They will be addressed to the Contract-Holder at its principal
office, or at such other address as it may communicate to Prudential. They
will be addressed to Prudential, c/o The Prudential Asset Management
Company, Inc., ▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, or at such
other address as it may communicate to the Contract-Holder. All
communications to any other person or organization dealing with Prudential
will be addressed to that person or organization at the last address of
record.
7.3 PLACE OF PAYMENT -- CURRENCY:
All payments to Prudential under this contract will be payable at its
office described above or at an address or to a representative as may be
specified by Prudential by notice to the Contract-Holder.
All payments under this contract, whether to or by Prudential, will be in
lawful money of the United States of America. Dollars and cents, as
specified in this contract, means lawful dollars and cents of United States
currency.
GVA/GAA-1010/7211-82
Serial 700 (as modified by Forms GAA-7471A/7471) 7.1-7.3
9/84
7.4 INFORMATION -- RECORDS:
The Contract-Holder will furnish all information which Prudential may
reasonably require for the administration of this contract. If the
Contract-Holder cannot furnish any required item of information, Prudential
may request the person concerned to furnish the information. Prudential
will not be liable for the fulfillment of any obligations in any way
dependent upon information unless and until it receives the information in
form satisfactory to it.
Information furnished to Prudential may be corrected for demonstrated
errors in it unless Prudential has already acted to its prejudice by
relying on the information. Except for the corrections, information
furnished to Prudential will be regarded as conclusive. Prudential will
maintain the records necessary for its administration of this contract.
These records will be prepared from the information furnished to Prudential
and will constitute evidence as to the truth of the information in the
records.
7.5 MISSTATEMENTS:
If any other relevant fact relating to any person is found to have been
misstated, the following will apply:
(a) The amount of annuity payable by Prudential will be that which would
be provided by the amount allocated to purchase the annuity on the
basis of the correct information, without changing the date of first
payment of the annuity.
Any adjustment by Prudential of the amount or terms of payment made in
accordance with this section will be conclusive upon any other person
affected by it.
(b) The amount of any underpayment by Prudential will be paid in full with
the next payment due. The amount of any overpayment by Prudential will
be deducted to the extent possible from amounts payable thereafter.
7.6 PLAN CHANGES:
This contract applies to the terms of the Plan in effect on the Effective
Date and to each Plan change. However, Prudential may, within 60 days after
its receipt of a copy of any Plan change, notify the Contract-Holder that
Prudential is unable or unwilling to give effect under this contract to the
change. Prudential would do this if the change might have an adverse effect
on Prudential in fulfilling the terms of the contract. This would be
determined based on Prudential's underwriting principles then in effect.
The Contract-Holder will furnish Prudential a copy of the Plan and, while
this contract is active, a copy of each Plan change at least 60 days before
it is to become effective.
GVA/GAA-1010/7211-82
Serial 710 (as modified by Forms GAA-7471A/7471) 7.4-7.6
7.7 DIVISIBLE SURPLUS:
The portion, if any, of the divisible surplus of Prudential accruing upon
this contract will be determined annually by the Board of Directors of
Prudential and credited to Participants' Accounts as determined by the
Board. (It is unlikely any divisible surplus will accrue upon this
contract.)
No annuity under this contract will be taken into account in the
determination of any divisible surplus to be credited to this contract.
7.8 ENTIRE CONTRACT -- CONSTRUCTION:
This document constitutes the entire contract.
This contract will be construed according to the laws of the jurisdiction
set forth on the first page.
GVA/GAA-1010/7211-82
Serial 720 7.7-7.8
9/84
SCHEDULE A
FORMS OF ANNUITY WHICH MAY BE PURCHASED
FORM OF PAYMENT PAYABLE APPLICABLE SCHEDULE
1. Life - Payment Certain Annuity. 1. Use Schedule B for allocation.
2. Life - Contingent Annuity. 2. Use Schedule C for allocation.
3. Payment Certain Annuity. 3. Use Schedule D for allocation.
Prudential may provide monthly amounts of annuity larger than those shown
in the following schedules for annuities purchased during any period
specified by Prudential. Annuity purchase rates for other forms of annuity
consented to by Prudential will be furnished on request. The following
schedules may be changed as provided in section 5.1.
GVA/GAA-1010/7211-82
Serial A-100 (as modified by Forms GAA-7471A/7471) Schedule A
1/88
SCHEDULES
Monthly amount of annuity purchased per $10,000 of a Participant's Account,
after deduction from it of any taxes on annuity considerations that apply.
SCHEDULE B - Life-Payment Certain Annuity (120 Payments Certain)
Monthly Amount
--------------
If date the annuity is purchased is in:
Age 1988 1990 1995 2000
--- ---- ---- ---- ----
60 $52.94 $41.56 $40.58 $39.85
65 58.01 46.81 45.60 44.68
70 64.46 53.48 51.98 50.82
SCHEDULE C - Life-Contingent Annuity
Monthly Amount
--------------
If Annuitant and Contingent Annuitant have same date of birth.
If the date the annuity is purchased is in:
Age 1988 1990 1995 2000
--- ---- ---- ---- ----
If specified percentage to Contingent Annuitant is 100%:
60 $47.28 $36.06 $35.31 $34.78
65 51.11 40.07 39.10 38.39
70 56.56 45.62 44.32 43.32
If specified percentage to Contingent Annuitant is 50%:
60 $50.36 $38.89 $38.00 $37.34
65 55.18 43.77 42.61 41.75
70 61.91 50.47 48.92 47.71
SCHEDULE D - Payment Certain Annuity
Monthly Amount
--------------
Number of If date the annuity is purchased is in:
Payments Certain 1988 1990 1995 2000
---------------- ---- ---- ---- ----
60 $173.76 $165.62 $164.73 $164.73
120 97.43 88.93 88.45 88.45
180 72.47 63.55 63.20 63.20
* * * *
The rates in these Schedules are to be used without adjustment only when the
facts that apply to the Participant and his annuity are as shown. Rates for
other facts will be furnished upon request.
GVA/GAA-1010/7211-82
Serial S-100 Schedules B-D