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:
ANY TOWN, ANY STATE ANY TOWN, ANY STATE DEFERRED
COMPENSATION PLAN
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Effective Date: Group Annuity Contract Number:
XX/XX/XX GA-XXXXD
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Provisions and Schedules Jurisdiction:
attached:
Provisions I-VII, inclusive Any State
Schedule A-D, inclusive
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ANY TOWN, ANY STATE THE PRUDENTIAL INSURANCE COMPANY
OF AMERICA
By: President
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Title:
Date: Secretary
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Attest
---------------------------------
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.
GVA-1010-87 (24) 19081
TABLE OF CONTENTS
PROVISION Serial Page
I. CONTRIBUTIONS - ACCOUNTS - CHARGES
1.1 Contributions. . . . . . . . . . . . . . . . . . 100
1.2 Participant's Accounts . . . . . . . . . . . . . 100
1.3 Annual Account Charge. . . . . . . . . . . . . . 110
1.4 Reports. . . . . . . . . . . . . . . . . . . . . 110
II. INVESTMENT ACCOUNT - INVESTMENT MANAGEMENT FEES -
UNIT VALUES - SUBACCOUNTS INCLUDED
2.1 The Prudential Variable Contract
Account-24 (VCA-24). . . . . . . . . . . . . . 200
2.2 Investment Management Fees . . . . . . . . . . . 200
2.3 Unit Values. . . . . . . . . . . . . . . . . . . 210
2.4 Subaccounts Included . . . . . . . . . . . . . . 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 Financial Institution . . . 310
IV. ANNUITIES
4.1 Annuities . . . . . . . . . . . . . . . . . . . . 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
5.3 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-1010-87 (24)
TC-100
402-230
TABLE OF CONTENTS
(Continued)
Serial Page
SCHEDULES
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-1010-87 (24)
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 Accounts (see section 1.2) have 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
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:
Contributions paid under this contract for a Participant may be invested
in any one or more of the Subaccounts described in section 2.4 pursuant
to the terms of the Plan. Prudential will establish a separate
"Participant's Account" with respect to each Subaccount in which
contributions are invested on behalf of a Participant. (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.)
Each Account is expressed in Units of the applicable Subaccount.
The number of Units added to a Participant's Account as a result of
adding a contribution to a Subaccount is determined by dividing the
dollar amount of the contribution by the appropriate Unit Value for the
day the contribution is added. (See section 2.3 for a description of
each Unit Value). A number of Units will be subtracted from a
Participant's Account on each day on which a withdrawal is made from the
Account. The number of Units is equal to the number requested for
withdrawal or, if applicable, the number determined by dividing the
dollar amount to be withdrawn by the appropriate Unit Value for the day
of withdrawal.
Each Account maintained for a Participant is the sum of the Units added
to it, less the sum of the Units subtracted from it. The dollar value
of each Account as of any day is the product of the number of Units in
the Account at the close of business on that day and the appropriate
Unit Value for that day.
All Accounts are subject to charges described later.
GVA-1010-87 (24)
Serial 100
1.1-1.2
1.3 ANNUAL ACCOUNT CHARGE:
On the last business day (see section 2.3) of each calendar year an
amount will be withdrawn from the Accounts of each Participant which, in
aggregate, will be equal to the Annual Account Charge. Also, on any
other day on which all of a Participant's Accounts are cancelled, an
amount will be withdrawn from them which, in aggregate, will be equal to
the Annual Account Charge. However, no Charge will be withdrawn if all
of the Participant's Accounts are being cancelled on a January 1 to
purchase an annuity for him under this contract.
The Annual Account Charge is $20.00.
A Participant may have other Accounts established in connection with the
Plan under other group annuity contracts issued to the Contract-Holder
by Prudential (each one is called a "companion contract"). If so, the
total Annual Account Charge that applies to all of his Accounts will not
exceed $20.00. This charge will be shared among all such Accounts as
Prudential determines. Also, no charge will be withdrawn from a
Participant's Accounts under this contract when they are cancelled
unless no amounts remain in an Account for him under any companion
contract.
In addition to the Annual Account Charge, a charge may be made upon a
withdrawal from the Participant's Account or Accounts (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
shown the status of each Account as of the date of the report.
GVA-1010-87 (24)
Serial 110
1.4
Provision II. INVESTMENT ACCOUNT - INVESTMENT MANAGEMENT FEES - UNIT VALUES -
SUBACCOUNTS INCLUDED:
2.1 THE PRUDENTIAL VARIABLE CONTRACT ACCOUNT - 24 (VCA-24):
VCA-24 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-24 are intended to be composed primarily of
shares of The Prudential Series Fund, Inc. ("PSF"), an open-end
diversified, management investment company registered under the
Investment Company Act of 1940. VCA-24 is divided into Subaccounts,
each of which is invested only in a corresponding Portfolio of PSF. The
Portfolios of PSF in which the Subaccounts are invested are set forth in
section 2.4. Prudential will invest and reinvest the assets held in
each Subaccount in accordance with the investment objectives and
policies established for it.
The value of the assets of a Subaccount is determined daily by
multiplying the number of PSF shares held by that Subaccount by the "Net
Asset Value" of each share and adding the value of dividends declared by
PSF for the corresponding Portfolio but not yet paid.
The "Net Asset Value" per share of each PSF Portfolio is computed by
adding the sum of the value of the securities held by that Portfolio
plus any cash or other assets in holds, subtracting all its liabilities,
and dividing the result by the total number of shares outstanding of
that Portfolio at such time. Liabilities of the Portfolio include the
costs of portfolio transactions, legal and accounting expenses,
custodial and transfer agency fees, and the Investment Management Fees
applicable to that Portfolio. (See section 2.2.)
The total value of the assets of all Subaccounts comprising VCA-24 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 the VCA-24 Subaccounts. Assets held in the
VCA-24 Subaccounts equal in value to the reserve liability will be held
for the sole benefit of all contracts which participate in VCA-24. The
amount, if any, by which the total value of the assets of all
Subaccounts exceeds the total reserve liability will be subject to the
exclusive control of Prudential. Thus, Prudential may, from time to
time make transfers between the VCA-24 Subaccounts 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 INVESTMENT MANAGEMENT FEES:
On each Business Day, the assets of each PSF Portfolio are reduced by an
Investment Management Fee. The amount of the Fee for each Portfolio on
GVA-1010-87 (24)
Serial 200
2.1-2.2
any Business Day is equal to the product of (a) and (b) where:
(a) is the rate of the Investment Management Fee applicable to the
Portfolio and
(b) is the average daily assets of the Portfolio.
The rate of the Investment Management Fee currently applicable to each
Portfolio is shown in section 2.4. The Investment Management Fee for a
Portfolio may be changed from time to time pursuant to a change in the
investment advisory agreement for that Portfolio. Prudential will
notify the Contract-Holder of any such change.
2.3 UNIT VALUES:
A Participant's participation in one or more Subaccounts of VCA-24 will
be reflected in Units of each such Subaccount.
The following applies to each Subaccount described in section 2.4.
The Unit Value for any Business Day is the dollar value of one Unit for
that Business Day. ("Business Day" means a day the New York Stock
Exchange is open for trading.) The initial Unit Value was $1.00. The
Unit Value for any subsequent Business Day is determined as of the end
of that Business Day by multiplying the Unit Change Factor for that
Business Day by the Unit Value for the immediately preceding Business
Day. The Unit Value for any day which is not a Business Day is equal to
the Unit Value for the next Business Day. The Unit Value will go up or
down in accordance with the Unit Change Factor described below.
The Unit Change Factor for a Subaccount of VCA-24 for any Business Day
is (i) divided by (ii), less (iii) where:
(i) is the value of the assets of the Subaccount as of the end of the
Business Day, but before taking into account any contributions,
withdrawals or transfers made on such Day, and
(ii) is the value of the assets of the Subaccount as of the end of the
preceding Business Day, and
(iii) is the daily equivalent of 0.75% (the Administrative Expense
Charge).
This section may be changed as provided in section 5.1.
2.4 SUBACCOUNTS INCLUDED:
This section contains a description of the Subaccounts included in this
contract. It describes the investment portfolio and other features of
each Subaccount.
GVA-1010-87 (24) (as modified by GAA-7653)
Serial 210
2.3-2.4
VCA-24-CM
Subaccount: Conservatively Managed Flexible
Subaccount invested in the
Conservatively Managed Flexible
Portfolio of PSF (VCA-24-CM).
Investments: Conservatively managed mix of money
market instruments,
intermediate-term notes and bonds,
and common stocks of established
companies.
Unit name: VCA-24-CM Unit.
Frequency of Unit Value calculation: Every Business Day.
Investment Management Fee deducted Daily equivalent of effective
from the assets of the Portfolio: annual rate of .55%.
GVA-1010-87 (24)
Serial 220-CM
2.4
VCA-24-B
Subaccount: Bond Subaccount invested in the
Bond Portfolio of PSF (VCA-24-B).
Investments: Primarily medium and long-term debt
securities.
Unit name: VCA-24-B Unit.
Frequency of Unit Value calculation: Every Business Day.
Investment Management Fee deducted Daily equivalent of effective
from the assets of the Portfolio: annual rate of .40%.
GVA-1010-87 (24)
Serial 220-B 2.4
10/87
VCA-24-S
Subaccount: Common Stock Subaccount invested in
the Common Stock Portfolio of PSF
(VCA-24-S)
Investments: Primarily common stocks.
Unit name: VCA-24-S Unit.
Frequency of Unit Value calculation: Every Business Day.
Investment Management Fee deducted Daily equivalent of effective
from the assets of the Portfolio: annual rate of .45%.
GVA-1010-87 (24)
Serial 220-S
2.4
VCA-24-AM
Subaccount: Aggressively Managed Flexible
Subaccount invested in the
Aggressively Managed Flexible
Portfolio of PSF (VCA-24-AM).
Investments: Aggressively managed mix of money
market instruments, long-term bonds
and common stocks.
Unit name: VCA-24-AM Unit.
Frequency of Unit Value calculation: Every Business Day.
Investment Management Fee deducted Daily equivalent of effective
from the assets of the Portfolio: annual rate of .60%.
GVA-1010-87 (24)
Serial 220-AM
2.4
VCA-24-SI
Subaccount: Stock Index Subaccount invested in the
Stock Index Portfolio of PSF
(VCA-24-SI).
Investments: Primarily common stocks, invested in
such a manner as to attempt to
duplicate the investment results of the
Standard & Poor's 500 Composite Stock
Price Index.
Frequency of Unit
Value calculation: Every Business Day.
Investment Management Fee deducted Daily equivalent of effective annual
from the assets of the Portfolio: rate of .35%.
GVA-1010-87 (24) (as modified by GAA-7653)
Serial 220-SI
2.4
VCA-24-GE
Subaccount: Global Equity Subaccount invested in the
Global Equity Portfolio of PSF
(VCA-24-GE).
Investments: Primarily common stocks and common stock
equivalents of foreign and domestic
issuers.
Unit name: VCA-24-GE Unit.
Frequency of Unit
Value calculation: Every Business Day.
Investment Management Fee deducted Daily equivalent of effective annual
from the assets of the Portfolio: rate of 0.75%.
GVA-1010-87 (24) (as modified by GAA-7835)
Serial 220-GE
2.4
VCA-24-GS
Subaccount: Government Securities Subaccount
invested in the Government Securities
Portfolio of PSF (VCA-24-GS).
Investments: Intermediate and long-term U.S. Treasury
securities and debt obligations issued
by agencies of or instrumentalities
established, sponsored or guaranteed by
the U.S. Government.
Unit name: VCA-24-GS Unit.
Frequency of Unit Value calculation: Every Business Day.
Investment Management Fee deducted Daily equivalent of effective annual
from the assets of the Portfolio: rate of 0.40%.
GVA-1010-87 (24) (as modified by GAA-7833)
Serial 220-GS
2.4
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 Accounts pursuant to the Plan. The minimum
withdrawal from any single Account is $500, or the dollar value of that
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 first Account of a Participant Withdrawal Charge per $1.00
was established hereunder* 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 as a result 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 under
this contract or in an Account for him under a companion contract, all
of his Accounts hereunder are 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-1010-87 (24)
Serial 300
3.1-3.2
The annuity form may be any of those described in section 4.4. No
contributions may be made to any of the Participant's Accounts 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 any of the Participant's
Accounts hereunder or in an Account with respect to the Participant
under a companion contract, the Participant's Accounts are 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
one of the Participant's Accounts to another Account maintained for him
under this contract or to an Account maintained for him under a
companion contract. The minimum withdrawal to provide a transfer is
$500 from any single Account, or the dollar value of that 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 Account from which the transfer is made.
Amounts may be transferred to this contract from a companion contract
and will be added to one or more Subaccounts pursuant to the terms of
the Plan. 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 FINANCIAL INSTITUTION:
(a) At the Request of a Participant:
The Contract-Holder may transfer, pursuant to the request of a
Participant, the Withdrawal Value of any of the Participant's
Accounts to 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 from which the transfer is made.
GVA-1010-87 (24)
Serial 310
3.3-3.4
(b) At the Contract-▇▇▇▇▇▇'s Request:
The Contract-Holder may request Prudential to make transfer
payments on behalf of all Participants to another financial
institution named in the request. The Transfer Date is the later
of the day specified in the request and the 90th day after its
receipt by Prudential.
All Participants' Accounts will be cancelled as of the Transfer
Date and an amount equal to the sum of the Withdrawal Values,
expressed in Units of the cancelled Accounts, times the appropriate
Subaccount Unit Value for the day of withdrawal will be transferred
within seven days thereafter.
(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
financial institution 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 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-1010-87 (24)
Serial 320
3.4
Provision IV. ANNUITIES:
4.1 ANNUITIES:
Whenever a benefit with respect to a Participant's Accounts 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
Accounts 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 Accounts will be applied.
The schedule of annuity purchase rates that applies is determined from
Schedule A. The monthly amount of any annuity is determined from the
schedule of purchase rates for that annuity.
As of the first day no amounts remain in any of the Participant's
Accounts under this contract or in an Account for him under a companion
contract, his Accounts hereunder are cancelled.
4.2 ANNUITY - SINGLE SUM PAYMENT COMBINATION:
The Contract-Holder may notify Prudential that only a portion of one or
more of the Participant's Accounts is to be applied to purchase an
annuity with the balance to be paid in a single sum. The portion used
to purchase an annuity 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 Accounts under this contract. If the Accounts
are cancelled, the dollar value will be paid to the Contract-Holder.
The Annual Account Charge will be made only if no Account remains for
him under any 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
GVA-1010-87 (24)
Serial 400
4.1-4.4
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.
(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
Annuitant'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 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 he 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.
GVA-1010-87 (24)
Serial 410
4.5
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-1010-87 (24)
Serial 420
4.5
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-1010-87 (24)
Serial 500
5.1-5.3
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 Accounts remain uncancelled; and
(c) no further annuity or transfer payments are payable from this
contract.
GVA-1010-87 (24)
Serial 600
6.1-6.3
11/89
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., Defined Contribution Programs, ▇.▇. ▇▇▇▇▇▇▇▇
Office Park, ▇▇ ▇.▇. Preate Drive, Moosic Pennsylvania 18507-1796, 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-1010-87 (24)
Serial 700
7.1-7.3
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 a 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 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 with 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-1010-87 (24)
Serial 710
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 jurisdiction
set forth on the first page.
GVA-1010-87 (24)
Serial 720
7.7-7.8
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-1010-87 (24)
Serial A-100
402-230 Schedule A
1/91
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 1991 1992 1995 2000
--- ---- ---- ---- ----
60 $52.33 $41.17 $40.58 $39.85
65 57.26 46.33 45.60 44.68
70 63.55 52.88 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 1991 1992 1995 2000
--- ---- ---- ---- ----
If specified percentage to Contingent Annuitant is 100%:
60 $46.81 $35.76 $35.31 $34.78
65 50.50 39.68 39.10 38.39
70 55.74 45.10 44.32 43.32
If specified percentage to Contingent Annuitant is 50%:
60 $49.80 $38.53 $38.00 $37.34
65 54.44 43.30 42.61 41.75
70 60.92 49.83 48.92 47.71
SCHEDULE D - Payment Certain Annuity
Monthly Amount
--------------
Number of If date the annuity is purchased is in:
Payments Certain 1991 1992 1995 2000
---------------- ---- ---- ---- ----
60 $173.19 $165.26 $164.73 $164.73
120 97.11 88.74 88.45 88.45
180 72.24 63.41 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
