PRUDENTIAL 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:
--------------------------------------------------------------------------------
Effective Date: Group Annuity Contract Number:
--------------------------------------------------------------------------------
Provisions and Schedules Jurisdiction:
attached:
--------------------------------------------------------------------------------
THE PRUDENTIAL INSURANCE COMPANY
OF AMERICA
By:
-----------------------------
Title: President /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Date: Secretary /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
--------------------------
Attest
-------------------------
Date:
-------------------
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-1000 19081
TABLE OF CONTENTS
PROVISION Serial Page
I. CONTRIBUTIONS - ACCOUNTS - CHARGES
1.1 Contributions. . . . . . . . . . . . . . . . . . . . . 100
1.2 Participant's Account. . . . . . . . . . . . . . . . . 100
1.3 Annual Account Charge. . . . . . . . . . . . . . . . . 110
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 Participant's Withdrawals. . . . . . . . . . . . . . . 300
3.2 Death Payments . . . . . . . . . . . . . . . . . . . . 300
3.3 Transfers between Related Contracts. . . . . . . . . . 310
3.4 Transfers to Another Funding Agent . . . . . . . . . . 310
3.5 Transfers Involving a Similar Contract
of Another Employer. . . . . . . . . . . . . . . . . . 320
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 Payees . . . . . . . . . . . . . . . . . . . . . . . . 410
V. CHANGES
5.1 Changes by Prudential. . . . . . . . . . . . . . . . . 500
5.2 Changes by Agreement . . . . . . . . . . . . . . . . . 500
5.3 Changes to Conform to Law. . . . . . . . . . . . . . . 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 Beneficiary. . . . . . . . . . . . . . . . . . . . . . 710
GVA-1010
TC-100 (10)
9/84
TABLE OF CONTENTS
(Continued)
Provision Serial Page
7.7 Divisible Surplus. . . . . . . . . . . . . . . . . . . 720
7.8 Limit on Assignment. . . . . . . . . . . . . . . . . . 720
7.9 Certificates . . . . . . . . . . . . . . . . . . . . . 720
7.10 Entire Contract -- Construction. . . . . . . . . . . . 720
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/GAA-1000/7327
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 Qualified Retirement Contributions (see
Section 219(e)(1)(B) of the Federal Internal Revenue Code) the
Participant has 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.
No contribution may be made for a Participant in or after his tax
year in which he reaches age 70 1/2. Tax year means the one for
Federal Income Tax purposes.
Any contribution for a Participant made on other than a periodic
basis may not be less than $500.
The contributions made for a Participant for any of his tax years
are subject to certain limits. They may not exceed $2,000, or his
total earnings in the year if less, or any higher amount
permitted under the Internal Revenue Code. If made after the end
of a tax year, they are made in the next year before the filing
date for his tax return in that year. (For most Participants, tax
years and calendar years are the same.)
A contribution may be made for a non-working spouse of a
Participant. However, the sum of the contribution made for the
working and non-working spouses may not exceed $2250 for any tax
year, or any higher amount permitted by the Internal Revenue
Code. (A non-working spouse for whom a contribution is made is a
Participant.)
(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 for a Participant.
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. 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.
GVA-1000
Serial 100 1.1-1.3
5/87
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.
A Participant has a non-forfeitable interest in his Account. 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. Similarly, 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.
The Annual Account Charge is $20.
A Participant may have an Account for Qualified Retirement Contributions
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
Participant's withdrawal (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-1000
Serial 110 (as modified by Form GAA-7472A) 1.3-1.4
Provision 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-1000 (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.
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 the
Participants.
GVA-1000 (10)
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-1000 (11)
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-11. 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-11 Unit Change Factor for that Business
Day.
Prudential may, upon notice to the Contract-Holder and Participants, 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.
This section may also be changed as provided in section 5.1.
2.3 VCA-11 COMMITTEE:
The operation of VCA-11 will be supervised by The Prudential VCA-11
Committee (the "Committee"). The initial Committee members will be
appointed by Prudential. Thereafter, members will be elected by the
Participants.
GVA-1000 (11)
Serial 210 2.3
5/87
Provision III. WITHDRAWALS AND TRANSFERS - DEATH PAYMENTS:
3.1 PARTICIPANT'S WITHDRAWAL:
A Participant may make withdrawals from his Participant's Account. The
minimum withdrawal is $500, or the dollar value of his Account if smaller.
Payment to the Participant 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 Participant 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 (or under a similar contract if section 3.5 applies).
**No charge is made after the amount withdrawn equals the contributions
made for the Participant.
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 Account has been cancelled,
the dollar value will be paid to his Beneficiary (see section 7.6). The
payment will be made in one sum unless the Participant has directed
Prudential to purchase an annuity for the Beneficiary. Instead of a one sum
payment, the Beneficiary may elect to have the dollar value of the
Participant's Account applied to purchase an annuity. A one sum payment
will be made on the fifth anniversary of the Participant's death if no
other election has been made by then. However, proof of the Participant's
death must be received by Prudential before any payment will be made.
GVA-1000
Serial 300 3.1-3.2
5/87
The annuity form may be any of those described in section 4.4. If annuity
payments are to start at a future date, the Participant's Account will be
maintained for the Beneficiary in the same manner as for the Participant.
The date for payments to start must be on or before the fifth anniversary
of the Participant's death. No contributions may be made to the Account
after the Participant's death.
If a one sum payment is made to the Beneficiary 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 for the Beneficiary under a companion contract, the Participant's
Account is cancelled. Section 3.1 does not apply.
3.3 TRANSFERS BETWEEN RELATED CONTRACTS:
A Participant may transfer an amount from his 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
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 part of the amount transferred which
is investment income will not be considered as a contribution.
Prudential may, upon notice to the Contract-Holder and Participants, 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 Withdrawal Value of a Participant's Account may be transferred to
an individual retirement account or individual retirement annuity
contract provided by another financial institution. The transfer may
be made directly to that institution or by a payment (or payments) to
the Participant 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 in full settlement of Prudential's liability for
the Participant's Account.
GVA-1000
Serial 310 3.3.-3.4
(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.
Prudential will promptly notify each Participant, and each Beneficiary
of a deceased Participant whose Account has not been cancelled, that
the request has been received. Each notified person may elect, within
30 days following his receipt of the notice from Prudential, to have
his Account cancelled and included in the transfer payment to be made.
Each person who does not make this election will have his Account
retained under this contract pursuant to its terms.
All Accounts of Participants and Beneficiaries who make the election
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 a 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.
The Contract-Holder may notify Prudential that this section 3.4(b) is
to be inoperative.
This section may be changed as provided in section 5.1.
3.5 TRANSFERS INVOLVING A SIMILAR CONTRACT OF ANOTHER EMPLOYER:
A Participant may cease to be employed by the Contract-Holder. He may
become employed by an employer to whom Prudential has issued a contract
similar to this contract. If so, that Participant may request a transfer to
that similar contract from this contract. The transfer will normally be
made within seven days of receipt of the request. The dollar value of the
Participant's Account will be the amount transferred. The Account will be
cancelled.
Also, this contract will accept a transfer from a contract similar to this
contract for a person covered thereunder who becomes employed by the
Contract-Holder. The transferred amount will be treated as a contribution
paid for that person. However, in determining any withdrawal charge, any
part of the transferred amount which is investment income will not be
considered contribution.
This section may be changed as provided in section 5.1.
GVA-1000
Serial 320 3.5
5/87
Provision IV. ANNUITIES:
4.1 ANNUITY ELECTIONS:
A Participant may, upon notice to Prudential, elect to have his
Participant's Account applied to purchase an annuity for him. 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 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
or in an Account for him under a companion contract, his Account is
cancelled.
If the Participant's Account has not been cancelled before the end of the
calendar year in which he reaches age 70 1/2, a 120 monthly Payment Certain
annuity will be purchased for him at the end of that year (see section
4.4).
4.2 ANNUITY - SINGLE SUM PAYMENT COMBINATION:
A Participant may elect that only a portion of his Participant's Account be
applied to purchase an annuity with the balance being 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 Participant unless he directs payment to a
named financial institution. 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-1000
Serial 400 (as modified by Form GAA-7472A) 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 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 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.
No form of annuity will be purchased for a Participant which provides for
payments
(i) over a period longer than his life, or his and his spouse's life, or
(ii) over a term certain extending beyond his life expectancy, or his and
his spouse's combined life expectancy.
No form of annuity will be purchased for a Beneficiary which provides for
payments
(iii) over a period longer than his life, or
(iv) over a term certain extending beyond his life expectancy.
4.5 PAYEES:
Each annuity payment will be made to the Annuitant, Contingent Annuitant or
Beneficiary entitled to receive it.
GVA/GAA-1000/7327
Serial 410 (as modified by Forms GAA-7472A/7472) 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, the
minimum dollar contribution made on other than a periodic basis, 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. Notice of changes, other than in the schedules of purchase
rates, will also be given to Participants.
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 CHANGES TO CONFORM TO LAW:
Prudential may change this contract as, in its discretion, it deems
appropriate to satisfy the requirements of any law or regulation
administered by a governmental agency regulating Qualified Retirement
Contributions funding arrangements.
5.4 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-1000
Serial 500 (as modified by Form GAA-7472A) 5.1-5.4
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) 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.
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 payments are payable from this contract.
GVA/GAA-1000/7327
Serial 600 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-1000/7327
Serial 700 (as modified by Forms GAA-7472A/7472) 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 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 effect such 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 BENEFICIARY:
If, as to any person, this contract provides for the payment of an amount
or amounts after the person dies to other than the person's Contingent
Annuitant, payment will be made to the Beneficiary the person named. A
person for whom an Account is held or an annuity is being paid under this
contract may name a Beneficiary to replace one previously named. However,
the Participant may instruct Prudential that his Contingent Annuitant or
Beneficiary is not to have this right to name a Beneficiary.
A Beneficiary may be named by filing a request with Prudential on a form
acceptable to it. It will become effective when entered on Prudential's
records. It will apply to any amounts payable after the request was
received by Prudential, except any withdrawals and payments made before the
request was entered on Prudential's records. Prudential will acknowledge
the naming of a Beneficiary.
GVA/GAA-1000/7327
Serial 710 (as modified by Forms GAA-7472A/7472) 7.4-7.6
The interest of any Beneficiary who dies before the Participant ceases upon
that Beneficiary's death. If there is no named Beneficiary when an amount
is payable to one, payment will be made to the estate of the last to die of
the Participant or Annuitant, his Contingent Annuitant, and his
Beneficiary. If a payment would be made to the estate of a Participant or
Annuitant, Prudential may make the payment to any one or jointly to any
number of his surviving relatives: spouse, children, parents, brothers or
sisters.
Prudential, in determining whether a person is a relative of a Participant
or Annuitant or is a Beneficiary entitled to payment, may rely solely on
any evidence it deems acceptable. Each payment Prudential makes in reliance
thereon will be a valid discharge of its obligation under this contract as
to that payment.
If a series of payments becomes payable to a Beneficiary and the first
payment is less than $50, Prudential may choose to make payment in one sum.
Also, if the payee is not a natural person and a series of payments is
payable, Prudential may choose to make a payment in one sum. The one sum
payment will be equal to the value of the series of payments discounted at
interest from each payment due date to the date of the one sum payment. The
discount interest rate will be the interest rate in the schedule of annuity
purchase rates used to establish the series of payments.
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 LIMIT ON ASSIGNMENT:
To the extent applicable law requires, the interests in and payments from
this contract are not assignable or subject to the claims of any creditor.
7.9 CERTIFICATES:
Prudential will issue a certificate for each annuity which is effected
under this contract. If any law requires, Prudential will issue a
certificate to a Participant for whom an annuity has not yet been effected.
A certificate will be descriptive of the Participant's or Annuitant's
rights and duties under the contract.
7.10 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-1000/7327
Serial 720 7.7-7.10
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 upon request. The following
schedules may be changed as provided in section 5.1.
GVA/GAA-1000/7327
Serial A-100 (as modified by Forms GAA-7472A/7472) Schedule A
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
--- ---- ---- ---- ----
60
65
70
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
--- ---- ---- ---- ----
If specified percentage to Contingent Annuitant is 100%:
60
65
70
If specified percentage to Contingent Annuitant is 50%:
60
65
70
SCHEDULE D - Payment Certain Annuity
Monthly Amount
--------------
Number of If date the annuity is purchased is in:
Payments Certain
----------------- ----- ----- ----- -----
60
120
180
* * * *
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-1000/7327
Serial S-100 (as modified by Forms GAA-7472A/7472) Schedules B-D