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EXHIBIT 5(b)
ADMINISTRATIVE SERVICE AGREEMENT
THIS AGREEMENT, made this 24th day of March, 1975, by and between
CONTINENTAL ASSURANCE COMPANY SEPARATE ACCOUNT (B) (the "Separate Account") and
CONTINENTAL ASSURANCE COMPANY (the "Company").
1. The Company is contractually obligated under its presently outstanding
Variable Annuity Contracts, which are funded in the Separate Account, to provide
sales and administrative services for a sales and administrative fee of 6% which
is deducted from each contribution as it is received. In the event the 6%
exceeds the Company's cost, any excess will inure to the Company as a profit.
The Company agrees to continue such services to all Participants to whom it is
contractually bound to do so for the same 6% charge.
2. The Company and the Separate Account agree that as to all new Contracts
and all amended Contracts which so provide, the Company will make a charge
against each Participant's Account, payable on December 31st of each year,
determined by the Company's cost of administration of the Separate Account for
the prior year. A Participant who is covered under such a contract for only a
portion of a calendar year will pay an administration charge which is prorated
on a monthly basis.
3. This Agreement shall not affect the rights of any Participant who is
retired on the effective date of this Agreement.
IN WITNESS WHEREOF, the Separate Account and the Company have caused this
Agreement to be duly executed the day and year above written.
CONTINENTAL ASSURANCE COMPANY
SEPARATE ACCOUNT (B)
By: /s/ ▇. ▇▇▇▇▇▇▇▇▇
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Chairman
CONTINENTAL ASSURANCE COMPANY
ATTEST: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
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Secretary Senior Vice President
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FIRST AMENDMENT TO THE ADMINISTRATIVE SERVICE AGREEMENT
This First Amendment, dated as of October 31, 1979, by between and
CONTINENTAL ASSURANCE COMPANY SEPARATE ACCOUNT (B) (the "Separate Account") and
CONTINENTAL ASSURANCE COMPANY (the "Company") to an Administrative Service
Agreement dated March 24, 1975 by and between the Separate Account and the
Company (the "Agreement") witnesseth that:
1. Paragraph 1 of the Agreement is hereby deleted in its entirety and
the following paragraph is inserted in lieu thereof:
"1. The Company is presently offering the following three types
of Variable Annuity Contracts, which are funded by the Separate
Account: level deduction contracts, graded deduction contracts
and contracts by which self-employed individuals may provide
retirement plans for themselves and their eligible employees
("HR-10" plans). The Company is contractually obligated under
said contracts to provide sales and administrative services for
the sales and administrative fees specified in each individual
contract. Said fees are deducted from each purchase payment as
it is received. In the event that said fees exceed the Company's
costs, any excess will inure to the Company as a profit. The
Company agrees to continue such service to all Participants to
whom it is contractually bound for the fees specified in the
contracts."
2. All other provisions of the Agreement shall remain in full force and
effect.
IN WITNESS WHEREOF, the Separate Account and the Company have caused this
Agreement to be fully executed as of the date first written by its duly
authorized officers.
CONTINENTAL ASSURANCE COMPANY CONTINENTAL ASSURANCE COMPANY
SEPARATE ACCOUNT (B)
By /s/▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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Vice President Chairman
ATTEST: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ATTEST: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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Vice President and Secretary
Secretary