Registration No.33-58950
Registration No. 811-1705
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 |_|
Pre-Effective Amendment No. |_|
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Post-Effective Amendment No. 9 |X|
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AND/OR
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 62 |X|
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(Check appropriate box or boxes)
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SEPARATE ACCOUNT A
of
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
(Exact Name of Registrant)
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THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
(Name of Depositor)
1290 Avenue of the Americas, New York, New York 10104
(Address of Depositor's Principal Executive Offices)
Depositor's Telephone Number, including Area Code: (212) 554-1234
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MARY P. BREEN
VICE PRESIDENT AND ASSOCIATE GENERAL COUNSEL
The Equitable Life Assurance Society of the United States
1290 Avenue of the Americas, New York, New York 10104
(Names and Addresses of Agents for Service)
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Please send copies of all communications to:
PETER E. PANARITES
Freedman, Levy, Kroll & Simonds
1050 Connecticut Avenue, N.W., Suite 825
Washington, D.C. 20036
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Approximate Date of Proposed Public Offering: Continuous
It is proposed that this filing will become effective (check
appropriate box):
|X| Immediately upon filing pursuant to paragraph (b) of Rule 485.
|_| On May 1, 1998 pursuant to paragraph (b) of Rule 485.
|_| 60 days after filing pursuant to paragraph (a)(1) of Rule 485.
|_| On (date) pursuant to paragraph (a)(1) of Rule 485.
|_| 75 days after filing pursuant to paragraph (a)(2) of Rule 485.
|_| On (date) pursuant to paragraph (a)(3) of Rule 485.
If appropriate, check the following box:
|_| This post-effective amendment designates a new effective date for
previously filed post-effective amendment.
Title of Securities Being Registered:
Units of interest in Separate Account under variable annuity contracts.
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NOTE
This Post Effective Amendment No. 9 ("PEA") to the Form N-4 Registration
Statement No. 2-74667 ("Registration Statement") of The Equitable Life Assurance
Society of the United States and its Separate Account A is being filed solely
for the purpose of filing electronically in Edgarized form, certain exhibits
listed under Part C, and incorporating by reference other pertinent exhibits,
filed electronically with Registration Statement No. 2-30070 on July 10, 1998.
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PART C
OTHER INFORMATION
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Item 24. Financial Statements and Exhibits
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(b) Exhibits.
The following exhibits are refiled electronically:
3. (a) Sales Agreement, dated as of July 22, 1992, among
Equitable, Separate Account A and Equitable Variable
Life Insurance Company, as principal underwriter for the
Hudson River Trust, originally filed with this
Registration Statement No. 33-58950 on March 2, 1993,
incorporated herein by reference to Exhibit 3(b) to
Registration Statement 2-30070, filed electronically on
July 10, 1998.
(b) Distribution and Servicing Agreement among Equico
Securities, Inc., (now Equitable Financial Consultants,
Inc.), and Equitable Variable, dated as of May 1, 1994,
filed with this Registration Statement on March 24,
1995, refiled electronically herewith.
(c) Distribution Agreement by and between The Hudson River
Trust and Equico Securities, Inc. (now EQ Financial
Consultants, Inc.), dated as of January 1, 1995,
originally filed with this Registration Statement No.
33-58950 on April 14, 1995, incorporated herein by
reference to Exhibit 3(d) to Registration Statement No.
2-30070, filed electronically on July 10, 1998.
(d) Sales Agreement among Equico Securities, Inc. (now EQ
Financial Consultants, Inc.), Equitable and Equitable's
Separate Account A, Separate Account 301 and Separate
Account No. 51 dated as of January 1, 1995, originally
filed with this Registration Statement No. 33-58950 on
April 14, 1995, incorporated herein by reference to
Exhibit 3(e) to Registration Statement No. 2-30070,
filed electronically on July 10, 1998.
4. (a) Form of group annuity contract for IRC Section 401(a)
Plans, previously filed with this Registration Statement
No. 33-58950 on March 2, 1993, refiled electronically
herewith.
(b) Form of Group Annuity Contract between Equitable and
Aurora Health Care, Inc. with respect to adding 403(b)
Plans, previously filed with this Registration Statement
No. 33-58950 on March 24, 1995, refiled electronically
herewith.
5. Form of application, previously filed with this Registration
Statement No. 33-58950 on March 2, 1993, refiled electronically
herewith.
9. Opinion and Consent of Jonathan E. Gaines, Vice
President and Associate General Counsel as to the
legality of the securities being registered, previously
filed with this Registration Statement No. 33-58950 on
August 12, 1993, refiled electronically herewith.
C-1
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13. (a) Schedule for computation of Money Market Fund Yield
quotations, previously filed with this Registration
Statement No. 33-58950 on April 28, 1994, refiled
electronically herewith.
(b) Separate Account A Performance Values Worksheets
One-Year Standardized Performance for the Year Ending
December 31, 1993, previously filed with this
Registration Statement No. 33-58950 on April 28, 1994,
refiled electronically herewith.
C-2
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SIGNATURES
As required by the Securities Act of 1933 and the Investment Company
Act of 1940, the Registrant certifies that it meets the requirements of
Securities Act Rule 485(b) for effectiveness of this amendment to the
Registration Statement and has caused this amendment to the Registration
Statement to be signed on its behalf, in the City and State of New York, on the
18th day of August, 1998.
SEPARATE ACCOUNT A OF THE EQUITABLE LIFE
ASSURANCE SOCIETY OF THE UNITED STATES
(Registrant)
By: The Equitable Life Assurance Society
of the United States
By: /s/ Maureen K. Wolfson
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Maureen K. Wolfson
Vice President
C-3
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SIGNATURES
As required by the Securities Act of 1933 and the Investment Company
Act of 1940, the Depositor has duly caused this Registration Statement or
amendment thereto to be signed on its behalf, in the City and State of New York,
on the 18th day of August, 1998.
THE EQUITABLE LIFE ASSURANCE SOCIETY
OF THE UNITED STATES
(Depositor)
By: /s/ Maureen K. Wolfson
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Maureen K. Wolfson
Vice President
As required by the Securities Act of 1933 and the Investment Company
Act of 1940, this amendment to the Registration Statement has been signed by the
following persons in the capacities and on the date indicated:
PRINCIPAL EXECUTIVE OFFICERS:
Michael Hegarty President, Chief Operating Officer and
Director
Edward D. Miller Chairman of the Board, Chief Executive
Officer and Director
PRINCIPAL FINANCIAL OFFICER:
Stanley B. Tulin Vice Chairman of the Board, Chief
Financial Officer and Director
PRINCIPAL ACCOUNTING OFFICER:
/s/ Alvin H. Fenichel Senior Vice President and Controller
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Alvin H. Fenichel
August 18, 1998
DIRECTORS:
Francoise Colloc'h Donald J. Greene George T. Lowy
Henri de Castries John T. Hartley Edward D. Miller
Joseph L. Dionne John H.F. Haskell, Jr. Didier Pineau-Valencienne
Denis Duverne Michael Hegarty George J. Sella, Jr.
William T. Esrey Mary R. (Nina) Henderson Stanley B. Tulin
Jean-Rene Fourtou W. Edwin Jarmain Dave H. Williams
Norman C. Francis G. Donald Johnston, Jr
By: /s/ Maureen K. Wolfson
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Maureen K. Wolfson
Attorney-in-Fact
August 18, 1998
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EXHIBIT INDEX
EXHIBIT NO. TAG VALUE
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3.(b) Distribution and Servicing Agreement, dated EX-99.3b DIST AGREE
as of May 1, 1994.
4.(a) Form of Group Annuity Contract For IRC EX-99.4a CONTRACT
Section 401(a)
4.(b) Form of Group Annuity Contract between Equitable EX-99.4b CONTRACT
and Aurora Health Care, Inc.
5. Form of Application EX-99.5 APPLIC
9. Opinion and Consent EX-99.9 OPINION
13.(a) Schedule of Yield Computation EX-99.13a SCHEDULE
13.(b) Performance Values Worksheets EX-99.13b FORMULAE
C-5
DISTRIBUTION AND SERVICING AGREEMENT
This DISTRIBUTION AND SERVICING AGREEMENT, dated as of May 1, 1994, is
made by and among Equico Securities, Inc. ("Equico"), The Equitable Life
Assurance Society of the United States ("Equitable") and Equitable Variable Life
Insurance Company ("Equitable Variable"), as follows:
WHEREAS, pursuant to a Distribution Agreement, dated as of May 1, 1994,
Equico is the principal underwriter of The Hudson River Trust ("Trust"), a
series mutual fund registered under the Investment Company Act of 1940 ("1940
Act") whose shareholders are separate accounts of Equitable and Equitable
Variable and of other insurance companies;
WHEREAS, both Equitable and Equitable Variable issue variable insurance
contracts ("Variable Contracts") whose net premiums or considerations are
allocated in whole or in part to the respective separate accounts of Equitable
and Equitable Variable for investment in the Trust, for direct investment or for
investment in other funding media ("Separate Accounts");
WHEREAS, units of interest in the Separate Accounts are registered
under the Securities Act of 1933 ("1933 Act") to the extent such registration is
required;
WHEREAS, Equitable and Equitable Variable are each broker-dealers
registered under the Securities Exchange Act of 1934, as amended ("1934 Act"),
and each is a member of the National Association of Securities Dealers, Inc.
("NASD");
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WHEREAS, the Variable Contracts (including all Variable Contracts
issued by Equitable Variable) are offered and sold by members of Equitable's
agency force, or by insurance brokers under contract with Equitable, who are
also registered representatives of Equico and of Equitable ("Agents");
WHEREAS, Equitable and Equitable Variable each desire to engage Equico,
a wholly-owned subsidiary of Equitable which is a registered broker-dealer under
the 1934 Act and a member of the NASD, to assume the responsibilities set forth
in this Agreement with respect to the distribution of the Variable Contracts,
including in particular the responsibility for compliance with broker-dealer
requirements under federal and any applicable state or foreign securities laws
and the NASD Rules of Fair Practice ("NASD Rules") with respect to the offering
of the Variable Contracts, and Equico desires to assume such responsibilities;
WHEREAS, Equico desires to utilize Equitable's services and personnel
in carrying out certain of its responsibilities under this Agreement, and
Equitable is willing to furnish the same on the terms and conditions hereinafter
set forth;
NOW, THEREFORE, the parties hereto agree as follows:
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ARTICLE I
Distribution Responsibility for the Variable Contracts
Sec. 1.1 Equitable and Equitable Variable authorize Equico to act, and Equico
agrees to serve, as broker-dealer in connection with the distribution of their
respective Variable Contracts to the extent provided in this Agreement. Equico
shall be fully responsible for carrying out all compliance and supervisory
obligations in connection with the distribution of the Variable Contracts, as
required by the NASD Rules and by federal and any applicable state or foreign
securities laws. Equitable shall be fully responsible for compensating the
Agents for their sales of Variable Contracts, as provided in Section 1.4.
Sec. 1.2 Without limiting the generality of Section 1.1, Equico agrees
that it shall be fully responsible for:
(A) Requiring that each person who is authorized to offer and
sell the Variable Contracts is duly registered as a representative of Equico and
is appropriately licensed, registered or otherwise qualified to offer and sell
the Variable Contracts under the federal securities laws and any applicable
securities laws of each state or other jurisdiction in which the Variable
Contracts offered by such person may be lawfully sold;
(B) Training, supervising and directing the Agents for
purposes of complying on a continuous basis with the NASD Rules and with federal
and state securities laws applicable in connection with the offer and sale of
the Variable Contracts. In this connection, Equico shall:
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(i) Establish and implement reasonable written
procedures which provide for diligent supervision of sales practices of the
Agents;
(ii) Require that Agents shall recommend the purchase
of Variable Contracts only upon reasonable grounds to believe that the purchase
is suitable for each prospective purchaser, and verify their compliance with
such requirement;
(iii) Provide a sufficient number of registered
principals and an adequate compliance staff to carry out the responsibilities
set forth herein; and
(iv) Impose disciplinary measures on the Agents.
(C) Oversight of the securities activities of all persons
engaged directly or indirectly in operations of Equico, Equitable and Equitable
Variable related to the offer or sale of the Variable Products, each of whom
shall be considered a "person associated" with Equico, as defined in Section
3(a)(18) of the 1934 Act. Equico shall have full responsibility for each such
person with regard to his or her training, supervision and control, as
contemplated by Section 15 of the 1934 Act, and, in that connection, shall have
the authority to require that disciplinary action be taken with respect to such
persons.
Sec. 1.3 Equico represents that it is a broker-dealer duly registered
under the 1934 Act and is a member in good standing of the NASD and, to the
extent necessary to perform the activities contemplated hereunder, is duly
registered, or otherwise qualified, under the securities laws of every state or
other jurisdiction in
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which the Variable Contracts are available for sale, and Equico agrees to
maintain such status. Consistent with its designation as distributor of the
Variable Contracts, as provided in Section 1.1 of this Agreement, Equico
acknowledges that it may be deemed to be an "underwriter" or a "principal
underwriter" of the Separate Accounts under the federal securities laws.
Sec. 1.4 Equitable shall have exclusive responsibility for the payment
of commissions or other fees in accordance with the applicable agreements
between each Agent and Equitable relating to the Variable Contracts. All
compensation paid by Equitable to the Agents with respect to sales of the
Variable Contracts shall be paid by Equitable on its own behalf or on behalf of
Equitable Variable (with respect to sales of Variable Contracts issued by
Equitable Variable), and shall be reflected on the books and records of
Equitable and, to the extent related to Variable Contracts issued by Equitable
Variable, on the books and records of Equitable Variable. The responsibility of
Equitable shall include the performance of all activities necessary in order
that the payment of compensation hereunder complies with all applicable federal
securities laws and state securities and insurance laws. Equitable and Equitable
Variable retain the ultimate right to determine the rates of commission and
other fees to be paid to the Agents in connection with their respective Variable
Contracts. Nothing contained in this Agreement shall obligate Equico to pay any
commissions or other fees to Agents or to reimburse any Agents for expenses
incurred by them, nor shall Equico have any responsibility for the adequacy or
accuracy of any amount paid to an Agent in connection with the sale of the
Variable Contracts. Equico shall have no right or interest whatsoever in any
commissions or other fees payable to Agents by Equitable or by Equitable
Variable.
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Sec. 1.5 Equitable represents that it is a broker-dealer duly
registered under the 1934 Act and is a member in good standing of the NASD. If
Equitable shall determine, in its sole judgment, that such status is not
required for the purpose of properly discharging its responsibility under
Section 1.4 of this Agreement, Equitable may terminate its status as a
registered broker-dealer without notice to the other parties hereto.
Sec. 1.6 Equitable Variable agrees to cooperate fully with Equico and
with Equitable in the proper discharge of the responsibilities allocated to them
under this Article I. While undertaking to provide such cooperation and to
perform various activities on its own behalf hereunder, Equitable Variable
assumes no duties or responsibilities under this Agreement in its capacity as a
registered broker-dealer and, accordingly, shall be under no obligation to
maintain such status.
Sec. 1.7 Equico, Equitable and Equitable Variable shall each cause to
be maintained and preserved such accounts, books and other documents as are
required by the 1934 Act and 1940 Act and any other applicable laws and
regulations. In particular, without limiting the foregoing, Equico shall cause
all the books and records in connection with the offer and sale of the Variable
Contracts to be maintained and preserved in conformity with the requirements of
Rules 17a-3 and 17a-4 under the 1934 Act, to the extent that such requirements
are applicable to the Variable Contracts. The payment of premiums, purchase
payments, commissions and other fees and payments in connection with the
Variable Contracts shall be reflected on the books and records of Equitable and
of Equitable Variable, as provided in Section 1.4 hereof and as may otherwise be
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required under applicable NASD regulations and federal and applicable state
securities laws requirements.
Sec. 1.8 Equico, Equitable and Equitable Variable shall each submit to
all regulators and administrative bodies having jurisdiction over the sales of
the Variable Contracts, present or future, any information, reports, or other
material that any such body by reason of this Agreement may request or require
pursuant to applicable laws or regulations. In particular, without limiting the
foregoing, Equitable and Equitable Variable agree that any books and records
which they maintain pursuant to Section 1.5 of this Agreement which are required
to be maintained under Rule 17a-3 or 17a-4 of the 1934 Act shall be subject to
inspection by the Securities and Exchange commission ("SEC") in accordance with
Section 17(a) of the 1934 Act.
Sec. 1.9 Equico and Equitable each agree and understand that all
documents, reports, records, books, files and other materials required under
applicable NASD regulations and federal and state securities laws relative to
the sales of Variable Contracts shall be the property of Equico, with the
exception of those books and records maintained by Equitable pursuant to Section
1.4 which relate to sales compensation and shall be the joint property of
Equitable and Equico. If, however, such documents, reports, records, books,
files and other materials which are the property of Equico are required by
applicable regulation or law to be maintained also by Equitable or by Equitable
Variable, such material shall be the joint property of Equico, Equitable or
Equitable Variable. All other documents, reports, records, books, files and
other materials maintained relative to this Agreement shall be the property of
Equitable or of Equitable Variable, depending upon the identity of the issuer of
the Variable Contracts involved. Upon the
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termination of this Agreement, all such material shall be returned to the
applicable party.
Sec. 1.10 Equico, Equitable and Equitable Variable from time to time
during the term of this Agreement, shall allocate among themselves, subject to a
right of further delegation, the administrative responsibility for maintaining
and preserving the books, records and accounts kept in connection with the
Variable Contracts; provided, however, in the case of books, records and
accounts kept pursuant to a requirement of applicable law or regulation, the
ultimate responsibility for maintaining and preserving such books, records and
accounts shall be that of the party which is required to maintain or preserve
such books, records and accounts under the applicable law or regulation, and
such books, records and accounts shall be maintained and preserved under the
supervision of that party. Equico, Equitable and Equitable Variable shall cause
each other to be furnished with such reports as each may reasonably request for
the purpose of meeting its respective reporting and recordkeeping requirements
under such regulations and laws and under the insurance laws of the State of New
York and any other applicable states or jurisdictions.
ARTICLE II
Procedures for Sale of Variable Contracts
Sec. 2.1 Equitable and Equitable Variable each represent and warrant
that units of interest of their respective Separate Accounts offered under the
Variable Contracts are registered under the 1933 Act to the extent such
registration is required, that the Separate Accounts are registered under the
1940 Act unless
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exempt from such registration, and that the Variable Contracts are qualified to
be sold under the insurance laws and any applicable securities laws of all
states and other jurisdictions in which the Variable Contracts are authorized
for sale. Equitable and Equitable Variable each further represent and warrant
that each of them is a life insurance company duly organized under the laws of
the State of New York and in good standing and authorized to conduct business
under the laws of each state in which the Variable Contracts are offered and
sold.
Sec. 2.2 Equico will require that the Agents use only the effective
prospectuses, statements of additional information ("SAIs") and other authorized
materials in soliciting and selling the Variable Contracts. Equico is not
authorized to give any information or to make any representations concerning the
Variable Contracts other than those contained in the current prospectus or SAI
therefor filed with the Securities and Exchange Commission ("SEC") or in such
materials as may be authorized by Equitable or by Equitable Variable.
Sec. 2.3 All applications for Variable Contracts shall be made on
application forms supplied by Equitable or by Equitable Variable, as
appropriate, and all payments collected by Equico shall be remitted by Equico
promptly in full, together with such application or enrollment forms and any
other required documentation, directly to Equitable or to Equitable Variable, as
appropriate, at the address indicated on such application or to such other
address as Equitable or Equitable Variable may, from time to time, designate in
writing. Equico shall review all such applications for suitability. Checks or
money orders in payment on any Variable Contract shall be drawn to the order of
"The Equitable Life Assurance Society of the United States" or "Equitable
Variable Life Insurance Company", as appropriate. All applications for Variable
Contracts shall be subject
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to acceptance or rejection by Equitable or by Equitable Variable at their
respective discretion.
Sec. 2.4 All money payable in connection with any of the Variable
Contracts, whether as premiums, purchase payments or otherwise, and whether paid
by, or on behalf of any applicant or contractowner, is the property of Equitable
or of Equitable Variable and shall be transmitted promptly in accordance with
the administrative procedures of Equitable and Equitable Variable without any
deduction or offset for any reason, including by example but not limitation, any
deduction or offset for compensation claimed by Equico or payable to the Agents.
No cash payments shall be accepted by Equico in connection with the Variable
Contracts.
Sec. 2.5 Equitable and Equitable Variable shall be responsible for
payment of the costs of printing the prospectuses, SAIs and sales material used
in connection with the solicitation of applications for the Variable Contracts
and to allocate such costs between themselves. Equitable and Equitable Variable
shall provide to Equico copies of such prospectuses, SAIs and sales material in
such number as Equico shall reasonably request. Equitable and Equitable Variable
shall make available to Equico copies of all financial statements and other
documents that Equico shall reasonably request for use in connection with the
distribution of the Variable Contracts.
Sec. 2.6 Notwithstanding anything in this Agreement to the contrary,
Equico may enter into sales agreements with independent broker-dealers for the
sale of the Variable Contracts, subject to the prior written approval of
Equitable and of Equitable Variable of each such sales agreement and the terms
thereof. All such
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sales agreements entered into by Equico shall provide that each independent
broker-dealer will assume full responsibility for continued compliance by itself
and its associated persons with the NASD Rules and applicable federal and state
securities and insurance laws. All associated persons of such independent
broker-dealer soliciting applications for the Variable Contracts shall be duly
and appropriately licensed or appointed for the sale of the Variable Contracts
under the NASD Rules and federal and state securities and insurance laws in
which such person shall offer or sell the Variable Contracts.
Sec. 2.7 Equitable shall apply for and maintain the proper insurance
licenses for each of the Agents selling the Variable Contracts in all states or
jurisdictions in which the Variable Contracts are offered for sale by such
Agent. Equitable and Equitable Variable reserve the right to refuse to appoint
any proposed agent, or independent broker-dealer, and to terminate an Agent or
independent broker-dealer once appointed. Equitable and Equitable Variable shall
promptly notify Equico of each such termination. Equitable agrees to be
responsible for all licensing or other fees required under pertinent state
insurance laws to properly authorize Agents for the sale of the Variable
Contracts; however, the foregoing shall not limit Equitable's right to collect
such amount from any person or entity other than Equico.
Sec. 2.8 The parties hereto recognize that any person selling the
Variable Contracts as contemplated by this Agreement shall be acting as an
insurance agent of Equitable or of Equitable Variable or as an insurance broker,
and that the rights of Equico to supervise such persons shall be limited to the
extent specifically described herein or required under applicable federal or
state securities laws or NASD regulations. Such persons shall not be considered
employees of Equico and
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shall be considered agents of Equico only as and to the extent required by such
laws and regulations. Further, it is intended by the parties hereto that such
persons are and shall continue to be considered to have a common law independent
contractor relationship with Equitable and Equitable Variable and not to be
common law employees of Equitable or of Equitable Variable, unless any contract
between Equitable and any person selling the Variable Contracts specifically
provides otherwise.
Sec. 2.9 Consistent with the responsibility of Equico to discharge all
compliance and supervisory obligations relating to the distribution of the
Variable Contracts as provided in this Agreement and consistent with the
authority given to Equico hereunder, Equitable and Equitable Variable shall
retain the ultimate right of control over, and responsibility for, the issuance,
servicing and marketing of their respective Variable Contracts. In that
connection, Equitable and Equitable Variable shall review and approve all
advertising concerning the Variable Contracts issued by each of them; however,
Equico shall be responsible for filing such materials, as required, with the
NASD and with state securities regulators and for obtaining such approvals as
may be necessary.
Sec. 2.10 Unless otherwise agreed in writing by Equitable or by
Equitable Variable, neither Equico nor any Agent nor any independent
broker-dealer shall have an interest in any surrender charges, deductions or
other fees payable to Equitable or to Equitable Variable.
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ARTICLE III
Services and Personnel Provided by Equitable
Sec. 3.1 Equitable agrees to furnish compliance and related support
services, including personnel, to assist Equico in the performance of the
services which Equico is required to provide hereunder. In furnishing such
services, all personnel of Equitable shall be subject at all times to the
supervision and control of Equico.
ARTICLE IV
Compensation and Expenses
Sec. 4.1 Equico shall be compensated, not less frequently than
quarterly, by Equitable and by Equitable Variable for its services under this
Agreement in an aggregate annual amount which shall be equal to the actual
expenses incurred by Equico to provide compliance and related support services,
plus a percentage of such expenses which shall approximate the annual rate of
profit earned by Equico from its performance of comparable services for
unaffiliated clients.
Sec. 4.2 Equico shall pay the costs and expenses, direct and indirect,
incurred by Equitable in furnishing services and personnel, pursuant to Article
III of this Agreement. In determining the basis for the apportionment of
expenses, specific identification or estimates based on time, company assets,
square footage or any other mutually agreeable method providing for a fair and
reasonable allocation of cost may be used, provided such method is in conformity
with the requirements of Section 1712 of the New York Insurance Law and New York
Insurance
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Department Regulation No. 33. The charge to Equico for such apportioned expenses
shall be at cost as described in this Section 4.2.
Sec. 4.3 Within 45 days after the end of each calendar quarter, and
more often if desired, Equitable shall submit to Equico a statement of
apportioned expenses showing the basis for such apportionment; and settlement
shall be made within 15 days thereafter. The statement of apportioned expenses
shall set forth in reasonable detail the nature of the expenses being
apportioned and other relevant information to support the charge.
Sec. 4.4 To enable Equitable to compensate Agents for the sale of
Variable Contracts issued by Equitable Variable, Equitable Variable shall
furnish Equitable with a schedule of the commissions and other fees payable with
respect to each form of Variable Contract issued by it, together with a list of
rules and procedures applicable to the payment of such compensation. Equitable
Variable agrees to reimburse Equitable for commissions and service fees (not in
excess of the amounts specified by Equitable Variable) paid to the Agents for
the sale of its Variable Contracts pursuant to Section 1.4 of this Agreement.
ARTICLE V
Term of Agreement
Sec. 5.1 Subject to termination as herein provided, this Agreement
shall remain in full force and effect for a two-year period commencing on the
date first above written, and this Agreement shall continue in full force and
effect from year-to-year thereafter, until terminated as herein provided.
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Sec. 5.2 This Agreement may be terminated by any party hereto on not
less than 60 days' prior written notice to the other parties or by an agreement
in writing signed by all of the parties hereto, except that data processing
services may not be terminated on less than 180 days' prior written notice, if
requested by Equico in writing promptly following its receipt of written notice
of termination of this Agreement. This Agreement shall automatically be
terminated in the event of its assignment.
Sec. 5.3 Upon termination of this Agreement, all authorizations,
rights, and obligations shall cease except the obligations to settle accounts
hereunder, including the settlement of monies due in connection with Variable
Contracts in effect at the time of termination or issued pursuant to
applications received by Equitable or by Equitable Variable prior to
termination.
ARTICLE VI
Miscellaneous
Sec. 6.1 Should an irreconcilable difference of opinion arise between
or among the parties to this Agreement as to the interpretation of any matter
respecting this Agreement, it is hereby mutually agreed that such differences
shall be submitted to arbitration as the sole remedy available to the parties.
Such arbitration shall be in accordance with the rules of the American
Arbitration Association, the arbitrators shall have extensive experience in the
insurance industry, and the arbitration shall take place in New York, New York.
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Sec. 6.2 For purposes of this Agreement, the term "Variable Contracts"
shall not include any variable insurance contract issued by Equitable which is
not offered and sold by employees or agents of Equitable.
Sec. 6.3 This Agreement replaces the Sales Agreement, dated December
23, 1985, as amended, between Equitable Variable and Equitable, which shall
terminate on the effective date hereof.
Sec. 6.4 If any provision of this Agreement shall be held or made
invalid by a court decision, statute, rule, or otherwise, the remainder of this
Agreement shall not be affected thereby.
Sec. 6.5 This Agreement constitutes the entire agreement between the
parties hereto and may not be modified except in a written instrument executed
by all parties hereto.
Sec. 6.6 This Agreement shall be subject to the provisions of the 1934
Act and, to the extent applicable, the 1940 Act and the rules, regulations and
rulings thereunder and of the NASD, from time-to-time in effect, including such
exemptions from the 1940 Act as the SEC may grant, and the terms hereof shall be
interpreted and construed in accordance therewith.
Sec. 6.7 This Agreement shall be interpreted in accordance with the
laws of the State of New York.
<PAGE>
-17-
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
signed by their respective officials thereunto duly authorized, as of the day
and year first above written.
THE EQUITABLE LIFE ASSURANCE
SOCIETY OF THE UNITED STATES
By: /s/Joseph J. Melone
---------------------------------
Joseph J. Melone
Chairman and
Chief Executive Officer
EQUITABLE VARIABLE LIFE
INSURANCE COMPANY
By: /s/Samuel B. Shlesinger
---------------------------------
Samuel B. Shlesinger
Senior Vice President
EQUICO SECURITIES, INC.
By: /s/Richard V. Silver
---------------------------------
Richard V. Silver
President and
Chief Operating Officer
5292/430_1.DOC
CONTRACT Group Annuity Contract No. AC 6704
CONTRACT HOLDER United States Trust Company of New York
as Trustee under the Members Retirement
Trust of The Equitable Life Assurance
Society of the United States and the
Pooled Trust for Members Retirement Plans
of The Equitable Life Assurance Society
of the United States
REGISTER DATE [May 1, 1993]
This Contract is issued in consideration of the payment to Equitable of the
Contributions made hereunder.
ASSETS HELD IN CONNECTION WITH THIS CONTRACT MAY BE HELD IN THE SEPARATE ACCOUNT
MAINTAINED BY EQUITABLE AND MAY INCREASE OR DECREASE IN VALUE AS DESCRIBED IN
SECTION 2.03 OF THIS CONTRACT.
The provisions of this contract, which include the following pages, are agreed
to by the Contract Holder and Equitable.
FOR THE CONTRACT HOLDER FOR THE EQUITABLE
By By
----------------------------- -------------------------------
Chairman of the Board
Title
----------------------------- By -------------------------------
President and
Chief Executive Officer
Dated By
----------------------------- -------------------------------
Vice President and Secretary
At New York, New York By
----------------------------- -------------------------------
(Head Office) Assistant Registrar
Date of Issue
------------------
INTEREST RATE GUARANTEE - FIXED ANNUITY BENEFITS
No. 1033-92 NON-PARTICIPATING
<PAGE>
TABLE OF CONTENTS
PART I - DEFINITIONS
Section 1.01 - Accumulation Unit 4
Section 1.02 - Accumulation Unit Value 4
Section 1.03 - Active Loan 4
Section 1.04 - Annuity Benefit 4
Section 1.05 - Annuity Commencement Date 4
Section 1.06 - Benefit Distribution 4
Section 1.07 - Business Day 4
Section 1.08 - Calculation Date 5
Section 1.09 - Cash Value 5
Section 1.10 - Class of Employer 5
Section 1.11 - Code 5
Section 1.12 - Contingent Withdrawal Charge 5
Section 1.13 - Contract Date 5
Section 1.14 - Contract Year 5
Section 1.15 - Contribution 6
Section 1.16 - Disability 6
Section 1.17 - Divisions 6
Section 1.18 - Employer 6
Section 1.19 - Employer Plan 6
Section 1.20 - Employer Plan Trustee 6
Section 1.21 - Forfeiture Account 6
Section 1.22 - Guaranteed Interest Rate 7
Section 1.23 - Investment Divisions 7
Section 1.24 - Market Value Adjustment 7
Section 1.25 - Master Trust 8
Section 1.26 - Minimum Guaranteed Rate 9
Section 1.27 - Net Investment Factor 9
Section 1.28 - Old Plan Takeover Loan 9
Section 1.29 - Participant 9
Section 1.30 - Plan 9
Section 1.31 - Pooled Trust 9
Section 1.32 - Processing Office 9
Section 1.33 - Retirement Account Value 10
Section 1.34 - Separate Account 10
Section 1.35 - Source 10
Section 1.36 - Terminated Plan Notice 11
Section 1.37 - Terminated Plan Participant 11
Section 1.38 - Transaction Date 11
Section 1.39 - Trusteed Plan 11
Section 1.40 - Valuation Period 11
No. 1033-92 AC6704 Page 2
<PAGE>
TABLE OF CONTENTS - CONT'D
PART II - RETIREMENT ACCOUNT VALUE
Section 2.01 - Contribution 12
Section 2.02 - Transfers of Unallocated Amounts 12
Section 2.03 - Separate Account 12
Section 2.04 - Guaranteed Interest Division 13
Section 2.05 - Allocation of Contributions to Divisions 14
Section 2.06 - Transfers among Divisions 15
Section 2.07 - Withdrawal and Termination 16
Section 2.08 - Death Benefits 19
Section 2.09 - Withdrawals to Make Employer Plan 20
Loans To Participants
Section 2.10 - Fees and Charges 22
Section 2.11 - Forfeitures 24
PART III - ANNUITY BENEFITS
Section 3.01 - Form of Annuity Benefit 25
Section 3.02 - Report for Annuity Benefit 25
Section 3.03 - Application to Provide Annuity Benefit 25
Section 3.03 - Payment of Annuity Benefit 25
PART IV - GENERAL PROVISIONS
Section 4.01 - Contract 27
Section 4.02 - Statutory Compliance 27
Section 4.03 - Assignments and Nontransferability 27
Section 4.04 - Manner of Payment 28
Section 4.05 - Right to Change 28
Section 4.06 - Beneficiary 29
Section 4.07 - Deferment 29
Section 4.08 - Contract Holder's Responsibility 30
Section 4.09 - Employer's and Employer Plan
Trustee's Responsibility 30
Section 4.10 - Plan Status 30
APPENDIX A - Table of Guaranteed Annuity Payments 32
No. 1033-92 AC6704 Page 3
<PAGE>
PART I - DEFINITIONS
SECTION 1.01 ACCUMULATION UNIT. The term "Accumulation Unit" means a unit which
is purchased in an Investment Division of the Separate Account when an amount is
allocated or transferred thereto and which is a measure used by Equitable in
determining the amount held with respect to a Participant in such Investment
Division.
SECTION 1.02 ACCUMULATION UNIT VALUE. The term "Accumulation Unit Value" means
the dollar value of each Accumulation Unit in a given Investment Division on a
given date. Such value, for a given Valuation Period, is equal to the
Accumulation Unit Value for the immediately preceding Valuation Period
multiplied by the Net Investment Factor for the given Period.
SECTION 1.03 ACTIVE LOAN. The term "Active Loan" means the principal amount of
any loan made to a Participant pursuant to Section 2.09 or any Old Plan Takeover
Loan, which, in either case, is neither fully repaid nor deemed distributed
under Section 72(p) of the Code.
SECTION 104 ANNUITY BENEFIT. The term "Annuity Benefit" means a benefit payable
by Equitable pursuant to Part III of this Contract.
SECTION 1.05 ANNUITY COMMENCEMENT DATE. The term "Annuity Commencement Date"
means a date, determined by the Employer or the Employer Plan Trustee and
reported in writing to Equitable pursuant to Section 3.04, as of which payments
under an Annuity Benefit are to begin.
SECTION 1.06 BENEFIT DISTRIBUTION. The term "Benefit Distribution" means
payments with respect to a Participant under the terms of the Employer Plan as
distributions therefrom in any of the following circumstances:
(a) As a result of the Participant's retirement, death, or Disability;
(b) As a result of the Participant's separation from service with the
Employer, provided such separation from service would qualify as such
under Section 402(e)(4)(A) of the Code as in effect under the Tax
Reform Act of 1986;
(c) In connection with a minimum distribution made on or after the
Participant's Required Beginning Date, as defined in Section 401(a)(9)
(c) of the Code; and
(d) As a result of an in-service withdrawal from the Employer Plan other
than one involving a direct rollover from this Contract to an
individual retirement arrangement or qualified plan not funded by an
Equitable contract.
SECTION 1.07 BUSINESS DAY. The term "Business Day" means, generally, any day on
which Equitable is open and the New York Stock Exchange is open for trading. For
purposes of determining the Transaction Date, Equitable's Business Day ends at
4:00 P.M., Eastern Time.
No. 1033-92 AC6704 Page 4
<PAGE>
SECTION 1.08 CALCULATION DATE. The term "Calculation Date" means the Business
Day, occurring no more than five Business Days before the date of a payment, as
of which Equitable determines a Market Value Adjustment with respect to an
Employer Plan for which Equitable has received a Plan Termination Notice.
SECTION 1.09 CASH VALUE. The term "Cash Value" means an amount equal to the
Retirement Account Value with respect to a Participant, minus any Contingent
Withdrawal Charge and/or, with respect to an Employer Plan for which Equitable
has received a Plan Termination Notice, any Market Value Adjustment applicable
pursuant to Section 2.10.
SECTION 1.10 CLASS OF EMPLOYERS. The term "Class of Employers" means the
category to which Equitable assigns an Employer Plan upon such Employer's or the
Employer Plan Trustee's adoption of this Contract as a funding vehicle of the
Employer Plan. Employer Plans whose Contract Dates occur within a given calendar
year will belong to the same Class of Employers, except that Equitable may at
any time (a) close a Class of Employers and begin a new Class of Employers, or
(b) combine two or more Classes of Employers.
SECTION 1.11 CODE. The term "Code" means the Internal Revenue Code, as now or
hereafter amended, or any corresponding provisions of prior or subsequent United
States revenue laws.
SECTION 1.12 CONTINGENT WITHDRAWAL CHARGE. The term "Contingent Withdrawal
Charge" means an amount equal to the lesser of the amounts defined in (a) or (b)
as follows:
(a) An amount equal to 6% of the amount to be withdrawn (including such
Contingent Withdrawal Charge);
(b) An amount equal to (i) minus (ii) as follows:
(i) the product of (A) 8.5% of all Contributions received for each Source
with respect to the Participant under this Contract, and (B) a
percentage representing the vested portion of each Source affected by
such withdrawal;
(ii) the sum of any prior Contingent Withdrawal Charges made with respect
to the Participant under this Contract.
SECTION 1.13 CONTRACT DATE. The term "Contract Date" means, with respect to the
Employer Plan, the date as of which the first Contribution was received under
this Contract with respect to such Employer Plan.
SECTION 1.14 CONTRACT YEAR. The term "Contract Year" means, with respect to an
Employer Plan, the twelve months' period beginning on (a) the Contract Date and
(b) each anniversary of such Date, unless otherwise agreed to in writing by
Equitable.
SECTION 1.15 CONTRIBUTION. The term "Contribution" means any amount received
from the Employer or the Employer Plan Trustee pursuant to Section 2.01 with
respect to a Participant.
No. 1033-92 AC6704 Page 5
<PAGE>
SECTION 1.16 DISABILITY. The term "Disability" means, with respect to a
Participant, the inability to engage in any substantial gainful activity by
reason of any medically determinable physical or mental impairment which can be
expected to result in death or to be of long, continued and indefinite duration,
presumably for life, as determined by the Employer on the basis of either (a) a
written determination by the Social Security Administration that disability
payments under the Social Security Act have been approved; or (b) other evidence
satisfactory to Equitable of such condition.
SECTION 1.17 DIVISIONS. The terms "Division" or "Divisions" mean, with respect
to an Employer Plan, one or more, as the case may be, of the following options
which the Employer or Employer Plan Trustee has elected to be applicable under
this Contract to the Employer Plan:
(a) the Guaranteed Interest Division, and
(b) the respective Investment Divisions of the Separate Account.
Such election must be on Equitable's form, subject to Equitable's rules then in
effect, and may be changed from time to time with respect to subsequent
transactions. Any such election which does not include any Type B Investment
Divisions must include election of the Guaranteed Interest Division.
SECTION 1.18 EMPLOYER. The term "Employer" means an employer who has adopted an
Employer Plan.
SECTION 1.19 EMPLOYER PLAN. The "Employer Plan" means a defined contribution
plan adopted by the Employer that is intended to meet the requirements for
qualification under Section 401(a) of the Code and that participates in this
Contract pursuant to the Master Trust or the Pooled Trust.
SECTION 1.20 EMPLOYER PLAN TRUSTEE. The term "Employer Plan Trustee" means the
person or persons named as trustee under a Trusteed Plan, and such trustee's
successors.
SECTION 1.21 FORFEITURE ACCOUNT. The term "Forfeiture Account" means an
unallocated account maintained by Equitable under this Contract in conjunction
with the operation of Section 2.11. Amounts arising from reductions in
Retirement Account Values pursuant to Section 2.11 will be allocated thereupon
to the Forfeiture Account, pending disposition of such amounts (and interest
thereon) as determined by the Employer or the Employer Plan Trustee. Such
account will be maintained exclusively in either (a) the Money Market Division,
if such Division is then applicable under this Contract with respect to the
Employer Plan, or (b) the Guaranteed Interest Division in any other case.
SECTION 1.22 GUARANTEED INTEREST RATE. The term "Guaranteed Interest Rate" means
the effective annualized rates Equitable establishes from time to time at which
interest is credited on amounts in the Guaranteed Interest Division. Before each
calendar year, Equitable will establish a guaranteed minimum interest rate for
each Class of Employers for such year. Such rate will not be less than the
Minimum Guaranteed Rate. Equitable guarantees that the amount of interest it
credits
No. 1033-92 AC6704 Page 6
<PAGE>
during a calendar year will not be less than the amount calculated at the annual
guaranteed minimum rate in effect during such calendar year.
SECTION 1.23 INVESTMENT DIVISIONS. The terms "Investment Division" or
"Investment Divisions" mean, with respect to an Employer Plan, any one or more,
as the case may be, of those Investment Divisions of the Separate Account then
available under this Contract which the Employer or Employer Plan Trustee has
elected, pursuant to Section 1.17, to be applicable under this Contract to the
Employer Plan.
The Investment Divisions of the Separate Account are classed as Type A
Investment Divisions and Type B Investment Divisions:
TYPE A TYPE B
INVESTMENT DIVISIONS INVESTMENT DIVISIONS
-------------------- --------------------
o The Stock Division o The Conservative Investor
o The Balanced Division Division
o The Aggressive Stock Division o The High Yield Division
o The Global Division o The Intermediate Government
o The Growth Investors Division Securities Division
o The Money Market Division
o The Short-Term World Income Division
An election, if any, of one or more of the Type B Investment Divisions by the
Employer or Employer Plan Trustee must include, at minimum, the Money Market
Division.
SECTION 1.24 MARKET VALUE ADJUSTMENT
(1) The term "Market Value Adjustment" means the greater of (a) zero, and
(b) a percentage representing the amount described in (i) divided by the
amount described in (ii) as follows:
(i) the sum of all market value adjustments for quarterly generations
in the Guaranteed Interest Division, as determined pursuant to
Paragraph (2) of this Section, with respect to the Employer Plan
as of the effective date of the withdrawal;
(ii) the amount held in the Guaranteed Interest Division with respect
to the Employer Plan as of the effective date of the withdrawal.
(2) For purposes of such calculation, the Guaranteed Interest Division will
be deemed to consist of a series of quarterly generations, one for each
calendar quarter in which the Employer Plan participated in the
Guaranteed Interest Division.
The market value adjustment for each such quarterly generation is the
product of (a), (b) and (c) as follows:
(a) The amount of the Employer Plan's net cash flow in the given
quarterly generation as of the effective date of the withdrawal;
No. 1033-92 AC6704 Page 7
<PAGE>
(b) The rate equal to (i) minus (ii) as follows:
(i) The interest rate, as of the applicable Calculation Date, for a
five-year Treasury bond;
(ii) The average interest rate, during the calendar quarter in which
such quarterly generation was first established, for five-year
Treasury bonds, subject to the following provisions of this
Section;
(c) The fraction equal to the number of calendar days from the
effective date of the withdrawal which occasioned this
calculation to the maturity date for the given quarterly
generation over 365. Such maturity date will be the quinquennial
anniversary of the first Business Day of the given quarterly
generation.
(3) The average interest rate to be used for purposes of Paragraph
(2)(b)(ii) above with respect to a given quarterly generation whose
first Business Day was more than five years before the Calculation Date
will be determined as follows: such rate will be the average interest
rate for the most recent calendar quarter whose first Business Day was a
quinquennial anniversary of the first Business Day of the given
quarterly generation.
(4) The Employer Plan's net cash flow in a given quarterly generation is the
sum of all allocations and transfers to, minus all withdrawals,
deductions and transfers from the Guaranteed Interest Division with
respect to such quarterly generation. Equitable may, to the extent that
any such data is unavailable on the Calculation Date, estimate the
applicable amount on the basis of appropriate historical data.
(5) The interest rate on a five-year Treasury bond will be determined by
using the applicable rate of interest (on an annual effective yield
basis) specified in the United States Treasury Department's Constant
Maturity Series for that date. If the interest rate associated with a
five-year Treasury bond is not available in that series, the rate will
be determined by linear interpolation between the next lower and next
higher abatable maturities. The source for the United States Treasury
Department's Constant Maturity Series will be the Federal Reserve
Statistical Release F.15 Bulletin. If for any reason this series is not
available, the interest rate will be based on a comparable series.
(6) Equitable may at any time substitute a bond of different maturity for
the five-year Treasury bond referred to in this Section 1.24, provided
that (a) any such change will apply only to Employer Plans who begin
participation under this Contract after such change, and (b) such change
will be made by advance written notice to the applicable Employers and
Employer Plan Trustees. In such event, the references in this Section
1.24 to "five years" and "quinquennial anniversary" will be deemed to
have been correspondingly changed.
SECTION 1.25 MASTER TRUST. The term "Master Trust" means the Members Retirement
Trust of The Equitable Life Assurance Society of the United States.
No. 1033-92 AC6704 Page 8
<PAGE>
SECTION 1.26 MINIMUM GUARANTEED RATE. The term "Minimum guaranteed Rate" means,
with respect to the Guaranteed Interest Division, an effective annual minimum
rate of interest equal to 3%.
SECTION 1.27 NET INVESTMENT FACTOR. The term "Net Investment Factor" means, with
respect to each Investment Division of the Separate Account for a Valuation
Period, the amount described in the following Clause (a) divided by the amount
described in the following Clause (b), minus the amount described in the
following Clause (c), where:
(a) is the net asset value of the shares of the designated trust or
investment company that belong to the Investment Division at the end of
the Valuation Period (including the per share amount of any dividend or
capital gain distribution paid to the Investment Division in the
current Valuation Period), before giving effect to any amounts
allocated to or withdrawn from the Investment Division for the
Valuation Period, but after any amounts charged against the Investment
Division in the Valuation Period for taxes;
(b) is the net asset value of the shares of the designated trust or
investment company that belonged to the Investment Division at the end
of the preceding Valuation Period, after giving effect to any amounts
allocated to or withdrawn from the Investment Division for that
Valuation Period; and
(c) is the daily asset charge for expenses of the Investment Division in
accordance with Section 2.10, Paragraph (3) times the number of
calendar days in the Valuation Period.
The net asset value of the shares of a designated trust or investment company
held by an Investment Division will be the value reported to Equitable by that
trust or investment company. Such net asset value is after deduction for
investment advisory fees and direct operating expenses of the designated trust
or investment company.
SECTION 1.28 OLD PLAN TAKEOVER LOAN. The term "Old Plan Takeover Loan" means a
loan which was established under the Employer Plan before the Contract Date and
which has been transferred to this Contract as an Active Loan.
SECTION 1.29 PARTICIPANT. The term "Participant" means an individual whom the
Employer or Employer Plan Trustee has reported to Equitable as a participant
under the Employer Plan and who has been enrolled by Equitable under this
Contract.
SECTION 1.30 PLAN. The term "Plan" means the Members Retirement Plan of The
Equitable Life Assurance Society of the United States.
SECTION 1.31 POOLED TRUST. The term "Pooled Trust" means the Pooled Trust for
Members Retirement Plans of The Equitable Life Assurance Society of the United
States.
SECTION 1.32 PROCESSING OFFICE. The term "Processing Office" means Momentum
Administrative Service, P.O. Box 2919, New York, N.Y. 10116, or such other
location as Equitable shall designate by at least 90 day's advance written
notice to the Employer or the Employer Plan Trustee.
No. 1033-92 AC6704 Page 9
<PAGE>
SECTION 1.33 RETIREMENT ACCOUNT VALUE. The term "Retirement Account Value" means
the sum of the amounts held with respect to a Participant in the Guaranteed
Interest Division and in the Investment Divisions.
SECTION 1.34 SEPARATE ACCOUNT. The term "Separate Account" means pooled Separate
Account A, as described in Section 2.03, which is (a) maintained by Equitable in
accordance with the laws of New York State, and (b) registered with the
Securities and Exchange Commission under the Investment Company Act of 1940 as a
unit investment trust, a type of investment company.
SECTION 1.35 SOURCE. The term "Source" means any of the following sources of
Contributions under the Employer Plan, as determined by the Employer or Employer
Plan Trustee and reported to Equitable in conjunction with Contributions
remitted pursuant to Section 2.01:
(a) Employer Contributions: Contributions made by the Employer for the
benefit of Participants and beneficiaries, other than those
Contributions described in Clauses (b) and (e) below.
(b) Matching Contributions: Contributions made by the Employer and allocated
to a Participant's account under the Employer Plan by reason of the
Participant's Post-Tax Contributions or Salary Deferral Contributions
made to the Employer Plan.
(c) Post-Tax Contributions: After-tax contributions made by a Participant in
accordance with the terms of the Employer Plan.
(d) Salary Deferral Contributions: Contributions to an Employer Plan made by
a Participant pursuant to a cash or deferred election (normally in
accordance with the terms of a qualified cash or deferred arrangement
under Section 401(k) of the Code).
(e) Qualified Non-Elective and Qualified Matching Contributions:
Contributions made by the Employer to meet the requirements of either or
both of the nondiscrimination tests set forth in Section 401(k) and
Section 401(m) of the Code.
(f) Prior Plan Contributions: Contributions transferred or rolled-over to an
Employer Plan from another qualified plan.
No. 1033-92 AC6704 Page 10
<PAGE>
SECTION 1.36 TERMINATED PLAN NOTICE. The term "Terminated Plan Notice" means an
advance written notice which an Employer or Employer Plan Trustee has, in
accordance with Section 4.10, provided to Equitable that the Employer Plan is
being terminated, in whole or in part, in accordance with applicable law and
without a successor plan sponsored by the Employer.
SECTION 1.37 TERMINATED PLAN PARTICIPANT. The term "Terminated Plan Participant"
means a Participant who, as reported to Equitable by the Employer or Employer
Plan Trustee in accordance with Section 4.10, is included in a termination or
partial termination of the Employer Plan.
SECTION 1.38 TERMINATED PLAN PARTICIPANT. The term "Transaction Date" means (a)
the Business Day on which Equitable receives a Contribution or an acceptable
request for a transaction at its Processing Office, or (b) the Business Day
coninciding with or next following the date specified in the request, if later;
provided with respect to Clause (a) immediately above, however, that if such
Contribution or request reaches the Processing Office on other than a Business
Day, or after the close of the Business Day, the Transaction Date will be the
next following Business Day.
SECTION 1.39 TRUSTEED PLAN. The term "Trusteed Plan" means an Employer Plan
under which there is maintained a trust, other than the Master Trust or Pooled
Trust, forming a part of the Employer Plan.
SECTION 1.40 VALUATION PERIOD. The term "Valuation Period" means, with respect
to each Investment Division of the Separate Account, each Business Day together
with any consecutive non-Business Days immediately preceding such Business Day.
No. 1033-92 AC6704 Page 11
<PAGE>
PART II - RETIREMENT ACCOUNT VALUE
SECTION 2.01 CONTRIBUTIONS. Each Employer or Employer Plan Trustee will remit as
Contributions hereunder all amounts maintained with respect to the Employer Plan
and all amounts directed thereto as contributions, unless Equitable agrees
otherwise in writing, or unless, and to the extent that, such remittance is to
cease in accordance with the provisions of this Contract.
The Employer or the Employer Plan Trustee will specify the Participant with
respect to whom each such Contribution is being remitted, the Source to which
such Contribution relates, and the allocation by Source of such Contribution
among the Divisions.
Equitable reserves the right to discontinue acceptance of Contributions under
this Contract with respect to all Employer Plans by giving 120 days' advance
written notice to the Employers and Employer Plan Trustees.
SECTION 2.02 TRANSFERS OF UNALLOCATED AMOUNTS. Anything in this Contract to the
contrary nontwithstanding, with respect to an Employer Plan for which amounts
are being transferred on or after the Contract Date from another funding
vehicle, if the Employer or Employer Plan Trustee advises Equitable that it
cannot provide Equitable on or before the date of such transfer with the
corresponding Participant-level information normally required pursuant to this
Contract, such transferred amounts may be remitted as Contributions hereunder on
an unallocated basis to the Divisions, subject to Equitable's rules. While such
assets remain unallocated, Equitable will (a) treat such amounts as one
Retirement Account Value, with the Employer or Employer Plan Trustee as sole
Participant, and (b) rely fully upon the advice of the Employer or Employer Plan
Trustee for any Participant-level information required to process transactions
hereunder.
Any Employer or Employer Plan Trustee which transfers amounts on an unallocated
basis to this Contract agrees to provide Participant-level information as soon
thereafter as is practicable. If such information is not received within such
period as Equitable deems reasonable under its rules, Equitable shall have the
right to pay to the Employer or the Employer Plan Trustee the applicable Cash
Value.
SECTION 2.03 THE SEPARATE ACCOUNT. Realized and unrealized gains and losses from
the assets of the Separate Account are credited or charged against it without
regard to Equitable's other income, gains or losses. Assets are allocated to the
Separate Account to support this Contract and other contracts.
The assets of the Separate Account are the property of Equitable. The portion of
its assets equal to the reserves and other contract liabilities with respect to
the Separate Account will not be chargeable with liabilities arising out of any
other business Equitable conducts. Equitable may transfer assets of an
Investment Division in excess of the reserves and other liabilities with respect
to such Investment Division to another Investment Division or to Equitable's
General Account.
The Separate Account consists of the Investment Divisions. Each Investment
Divisions may invest its assets in a separate class (or series) of shares of a
designated trust or investment company where each class (or series) represents a
separate portfolio in the trust or investment company.
No. 1033-92 AC6704 Page 12
<PAGE>
Equitable will value the assets of each Investment Division on each Business
Day. Equitable may, at its discretion, invest the assets of any Investment
Division in any investment permitted by applicable law. Equitable may rely
conclusively on the opinion of counsel (including attorneys in its employ) as to
what investments it is permitted by law to make.
On any date when an amount is allocated to or withdrawn, deducted, or
transferred from an Investment Division with respect to a Participant, the
Retirement Account Value will be credited or charged, as the case may be, with
the number of Accumulation Units determined by dividing said amount by the
Accumulation Unit Value for the appropriate Investment Division for the
Valuation Period which includes that date. The number of Accumulation Units with
respect to a Participant in an Investment Division on any date is equal to (a)
the sum of all Accumulation Units that have been allocated to that Division with
respect to that Participant, minus (b) the sum of all Accumulation Units that
have been withdrawn, deducted, or transferred from that Investment Division with
respect to that Participant. The amount with respect to a Participant in an
Investment Division on any date is equal to (a) the number of Accumulation Units
with respect to that Participant in the Investment Division on that date,
multiplied by (b) the Accumulation Unit Value for the Investment Division for
the Valuation Period which includes that date.
SECTION 2.04 GUARANTEED INTEREST DIVISION. Any amount allocated or transferred
to the Guaranteed Interest Division becomes part of the general assets of
Equitable, which support the guarantees of this Contract and other contracts.
The amount with respect to a Participant in the Guaranteed Interest Division at
any time is equal to (a) the sum of all amounts that have been allocated or
transferred to the Guaranteed Interest Division with respect to that
Participant, minus (b) the sum of all amounts that have been withdrawn,
deducted, or transferred from the Guaranteed Interest Division with respect to
that Participant.
Interest, on the basis of the applicable Guaranteed Interest Rate, accrues with
respect to the Guaranteed Interest Division daily.
The guaranteed Interest Division is maintained under this Contract for the
Employer Plan subject to the following conditions:
(a) With respect to the investment option of the Employer Plan that is
funded under the Guaranteed Interest Division, to the extent that the
Employer Plan provides that allocations to, and transfers to and from,
such option are to be made solely at the discretion of the individuals
covered by the Employer Plan, such allocations and transfers shall be
made without any direction or influence from the Employer or Employer
Plan Trustee. Equitable is to be given at least 60 days advance written
notice by the Employer or Employer Plan Trustee of any noncompliance
with this condition; and
(b) The Employer or Employer Plan Trustee is to provide Equitable with any
amendment to the Employer Plan or its investment policy, any
communication by the Employer or Employer Plan Trustee to the
individuals covered by the Employer Plan concerning the Guaranteed
Interest Division or the investment option of the Employer Plan to
which it relates, or any change in the manner in which the Employer
Plan is administered with respect thereto. Any
No. 1033-92 AC6704 Page 13
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such document is to be provided to Equitable at least 60 days before
its effective date and the Employer or Employer Plan Trustee will not
use such document or make such change if Equitable objects in a written
notice to the Employer or Employer Plan Trustee before such effective
date. Equitable may also request, and the Employer or Employer Plan
Trustee shall thereupon provided, any other information that Equitable
reasonably determines would bear upon the flow of funds to and from the
Guaranteed Interest Division.
If any of the foregoing conditions are not complied with, if the Employer or
Employer Plan Trustee fails to remit Contributions in accordance with Section
2.01, or if Equitable determines that an amendment to the Employer Plan, its
investment policy, or any change in the manner in which the Employer Plan is
administered would materially and adversely affect the flow of funds to or from
the Guaranteed Interest Division, then Equitable will have the right to:
(a) Decline further requests for transfers to or from the Guaranteed
Interest Division; and/or
(b) Deem the Employer Plan to be an Employer Plan under which the Employer
or Employer Plan Trustee has terminated the Employer Plan's
participation under this Contract and requested Equitable to make
payment in accordance with Section 2.07, Paragraph (4).
SECTION 2.05 ALLOCATION OF CONTRIBUTIONS TO DIVISIONS. Each Contribution
remitted with respect to a Participant will, after deduction of any applicable
charge for taxes, be allocated by Source to one or more of the Divisions as of
the Transaction Date. The percentage to be allocated to each Division is to be a
whole number and the aggregate percentage is to be 100%.
Allocation instructions will be determined pursuant to the Employer Plan and
reported to Equitable in writing by the Employer or Employer Plan Trustee,
subject to the following paragraph. Each initial Contribution with respect to a
Participant is to be preceded or accompanied by such allocation instructions.
Such instructions will be retained on file by Equitable unless and until duly
changed. Each subsequent Contribution with respect to the Participant will be
allocated in accordance with the most recent allocation instructions received
with respect to the Participant. The Employer or Employer Plan Trustee may file
revised allocation instructions at any time with respect to a Participant and
such revised instructions will apply to all transactions occurring on or after
the date the revised instructions are received in the Processing Office.
The Employer or Employer Plan Trustee may, if the Employer Plan permits, arrange
with Equitable to have Participants provide such instructions directly to
Equitable.
SECTION 2.06 TRANSFERS AMONG DIVISIONS. The Employer or the Employer Plan
Trustee, upon request to Equitable in accordance with the Employer Plan, may
transfer, with respect to any Source, amounts held for the Participant in a
Division to one or more of the other Divisions in accordance with the following
rules:
(a) Amounts in the Investment Divisions and, subject to the immediately
following Clauses (b), (c) and (d), in the Guaranteed Interest
Division, may be transferred among such Divisions:
(b) If the Investment Divisions applicable with respect to the Employer
Plan include any of the Type B Investment Divisions, then the maximum
amount that may be transferred to any or
No. 1033-92 AC6704 Page 14
<PAGE>
all Investment Divisions with respect to a Participant from the
Guaranteed Interest Division in any period consisting of the current
and three immediately preceding calendar quarters ("Transfer Period")
will be the amount defined in (i) below or, if both (i) and (ii) below
are applicable to such Participant, the greater of the amount defined
in (i) or (ii) below:
(i) In the case of a Participant for whom either (A) a balance was
held in the Guaranteed Interest Division under this Contract as
of the last day of the calendar year immediately preceding the
current calendar quarter, or (B) amounts were transferred with
respect to the Participant from the Guaranteed Interest Division
under this Contract to any or all of the Investment Divisions in
such preceding calendar year, such maximum for the applicable
Transfer Period will be an amount equal to the greater of 25% of
such year-end balance, or the aggregate amount so transferred;
(ii) In the case of a Participant for whom an amount was allocated to
the Guaranteed Interest Division in consequence of a mass
transfer of Employer Plan funds from another funding vehicle,
such maximum for the Transfer Period in which such allocation
occurred will be an amount equal to 25% of the balance held in
the Guaranteed Interest Division with respect to the Participant
as of the date of such allocation;
(c) No transfers may be made with respect to the Participant between the
Guaranteed Interest Division and the Investment Divisions:
(i) on and after the date as of which Equitable receives a request
for withdrawal from the Guaranteed Interest Division pursuant to
Section 2.07, Paragraph (4) in connection with a termination of
the Employer Plan's participation under this Contract;
(ii) in the case of a Terminated Plan Participant, on and after the
date as of which the Terminated Plan Notice is received by
Equitable and before a period of 90 days has elapsed, except that
transfers already being made under any automatic transfer option
available from Equitable will be continued during such period;
(d) After the end of the 90-day period described in Clause (c)(ii) of this
Section, with respect to an Employer Plan for which the Type B
Investment Divisions had not been elected, the maximum amount that may
be transferred to any or all Investment Divisions with respect to a
Participant from the Guaranteed Interest Division in any period
consisting of the current and three immediately preceding calendar
quarters will be an amount equal to 25% of the balance, if any, that
was held in the Guaranteed Interest Division under this Contract as of
the last day of the aforementioned 90-day period.
Interest transferred from the Guaranteed Interest Division under any automatic
transfer option available form Equitable that transfers only interest will not
be counted in Equitable's determination of either the 25% maximum or the
preceding year's aggregate transfer, as referred to in this Section 2.06.
No. 1033-92 AC6704 Page 15
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Transfers will be made as of the applicable Transaction Date, and will be
subject to Equitable's rules in effect at the time of transfer. Requests for
transfer must specify as to Source and must be in writing, subject to the
following paragraph.
The Employer or Employer Plan Trustee may, if the Employer Plan permits, arrange
with Equitable to have Participants make such transfer requests directly to
Equitable.
SECTION 2.07 WITHDRAWAL AND TERMINATION
(1) If the Employer or Employer Plan Trustee requests a partial withdrawal
from the Divisions with respect to a Participant, Equitable will,
subject to Paragraph (3) of this Section, pay as of the applicable
Transaction Date the lesser of (a) the Retirement Account Value minus
any Contingent Withdrawal Charge, or (b) the amount of partial
withdrawal requested. The amount to be paid plus any Contingent
Withdrawal Charge applicable pursuant to Section 2.10 will be withdrawn
from the amounts held with respect to the Participant in the Divisions.
(2) If the Employer or Employer Plan Trustee requests a full withdrawal
with respect to a Participant, Equitable will, subject to Paragraph (3)
of this Section, withdraw the amount held in the Divisions with respect
to the Participant and pay an amount equal to the Retirement Account
Value minus any contingent Withdrawal Charge as of the applicable
Transaction Date.
(3) If the Employer Plan is one for which a Terminated Plan Notice has been
received, any withdrawal from the Guaranteed Interest Division that is
requested by the Employer or Employer Plan Trustee on behalf of a
Terminated Plan Participant or beneficiary of such Participant, other
than one that is in connection with a Benefit Distribution covered by
Clauses (a), (b), or (c) of Section 1.06, will be made in accordance
with this Paragraph (3) in lieu of the preceding provisions of this
Section 2.07. Equitable will accept requests for such withdrawals only
after 90 days has elapsed since Equitable's receipt of the Terminated
Plan Notice. In accordance with whichever of the following provisions
applies, payment of the requested withdrawal will commence, or will be
made, within 30 days of the later of (a) receipt of such request at
Equitable's Processing Office, or (b) the end of the aforementioned
90-day period.
Equitable will, subject to the following provisions, pay such
withdrawal in annual installments over a period not to exceed 59
months, as described in paragraph (7) of this Section, and without a
Market Value Adjustment or Contingent Withdrawal Charge.
If, during such installment period, the Employer or Employer Plan
Trustee reports to Equitable that all or part of the balance of such
installments are to be paid in connection with a Benefit Distribution
covered by Clauses (a), (b), or (c) of Section 1.06, Equitable will pay
in a single sum the amount requested.
No. 1033-92 AC6704 Page 16
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Equitable reserves the right to pay such withdrawal in a single sum in
lieu of such annual installments. Such single sum will be equal to the
lesser of (a) the Cash Value, or (b) the amount of withdrawal
requested; provided, however, if a Market Value Adjustment is
applicable to such withdrawal in accordance with Paragraph (5) of
Section 2.10, that such Market Value Adjustment will not exceed 7% and
will not result in such single sum payment being less than the sum of
(a) all amounts, other than interest, allocated or transferred to the
Guaranteed Interest Division with respect to the Participant and not
subsequently withdrawn, transferred or deducted therefrom, and (b)
interest on such amounts, accrued at the Minimum Guaranteed Rate.
Any amount to be paid pursuant to this Paragraph (3) plus, if
applicable, any Contingent Withdrawal Charge or Market Value Adjustment
will be withdrawn from the amounts held with respect to the Participant
in the Guaranteed Interest Division.
(4) If the Employer or Employer Plan Trustee terminates the Employer Plan's
participation under this Contract in whole or in part, Equitable (a)
will, if the Employer Plan Trustee so requests, pay the aggregate of
all amounts then held in the Investment Divisions with respect to the
Employer Plan, minus any applicable Contingent Withdrawal Charges, and
(b) may, unless Paragraph (5) of this Section is applicable, pay in
accordance with the following rules, the aggregate of all amounts then
held in the Guaranteed Interest Division with respect to the Employer
Plan:
(i) The amounts in the Guaranteed Interest Division will be paid
in annual installments over a period not to exceed 59
months, as described in Paragraph (7) of this Section.
(ii) No Contingent Withdrawal Charge or Market Value Adjustment
will be applicable with respect to the installments so paid.
(iii) Equitable will have the right to discontinue maintenance of
Participant-level Retirement Account Values under this
Contract and, in lieu thereof, to (A) treat all amounts
remaining in the Divisions as a single Retirement Account
Value, with the Employer or Employer Plan Trustee as sole
Participant and (B) rely fully upon the advice of the
Employer or Employer Plan Trustee for any Participant-level
information required to process transactions hereunder,
including but not limited to the payment of death benefits.
(iv) Anything in this Contract to the contrary notwithstanding,
any repayments of Active Loans on and after the beginning of
such installment period are to be made to the then-active
funding vehicle of the Employer Plan.
(v) On and after Equitable's receipt of the Employer's or
Employer Plan Trustee's request for payments, no other
withdrawals from, and no transfers to or from the Guaranteed
Interest Division will be made except in conjunction with
Benefit Distributions covered under Clauses (a), (b), and
(c) of Section 1.06, subject to Clause (vi) following.
No. 1033-92 AC6704 Page 17
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(vi) The amount of any withdrawal for a Benefit Distribution
while such installments are in progress will be the amount
required therefor, minus any amount then held in another
funding vehicle with respect to the Employer Plan.
(vii) On and after the Employers or Employer Plan Trustee's
request for termination of the Employer Plan's participation
under this Contract, no further Contributions may be made to
the Guaranteed Interest Division with respect to the
Employer Plan.
(viii) Any amount that, pursuant to the provisions of this
Contract, would be allocated to the Guaranteed Interest
Division pursuant to Sections 1.21 and 2.08 but for the
foregoing limitations will, instead, be allocated to the
Money Market Division unless the Employer or Employer Plan
Trustee instructs Equitable, by advance written notice and
subject to such limitations, to do otherwise.
(5) If the aggregate amount held in the Guaranteed Interest Division with
respect to an Employer Plan would be payable in annual installments
pursuant to Paragraph (4) of this Section, and if such amount is less
than $25,000, Equitable will, in lieu of such installments, pay such
amount in a single sum, minus any applicable Contingent Withdrawal
Charge or Market Value Adjustment, provided such Market Value
Adjustment will not exceed 7% and will not result in such single sum
payment being less than the sum of (a) all amounts, other than
interest, allocated or transferred to the Guaranteed Interest Division
with respect to the Participant and not subsequently withdrawn,
transferred or deducted therefrom, and (b) interest on such amounts,
accrued at the Minimum Guaranteed Rate.
(6) If Equitable exercises its right to terminate the Employer Plan's
participation under this Contract pursuant to the last paragraph of
Section 2.02, Equitable will thereupon pay the Retirement Account Value
minus any Contingent Withdrawal Charge with respect to such Employer
Plan.
If the Employer Plan is not a Qualified Plan and Equitable exercises
its right to terminate the Employer Plan's participation under this
Contract pursuant to Clause (ii) of the second paragraph of Section
4.10, Equitable will pay the amounts held in the Divisions with respect
to the Employer Plan as if the Employer or Employer Plan Trustee had
terminated the Employer Plan's participation under this Contract in
accordance with Paragraph (4) of this Section 2.07.
(7) Any installments to be paid pursuant to Paragraphs (3) or (4) of this
Section will be made in accordance with the following:
(a) The first such installment will be paid on a Business Day that
is not more than a maximum number of days after receipt at
Equitable's Processing Office of the applicable request for
payment. Such maximum will be 30 days with respect to
Paragraph (3), and 7 days with respect to Paragraph (4).
(b) Each of the next four annual installments will be paid,
respectively, on the first Business Day on or after each
anniversary of the first installment.
No. 1033-92 AC6704 Page 18
<PAGE>
(c) The final installment will be paid on the first Business Day
of the 59th calendar month following the month in which the
first installment was paid.
(d) Each such installment will be equal to the amount then in the
Guaranteed Interest Division divided by the number of
remaining installments, including the one then due.
(8) Any amount payable pursuant to the preceding paragraphs of this Section
will be paid to the Employer Plan Trustee or otherwise paid as may be
agreed upon in writing between the Employer or Employer Plan Trustee
and Equitable. Any payment by Equitable pursuant to this Section 2.07
will fully discharge Equitable from all liability with respect to the
amount paid.
SECTION 2.08 DEATH BENEFITS. Upon Equitable's receipt of evidence satisfactory
to it of the death of a Participant, a death benefit will be payable to the
beneficiary designated in accordance with Section 4.06. Such death benefit will
be equal to the Retirement Account Value as of the applicable Transaction Date.
The beneficiary or beneficiaries with respect to such death benefit may elect
any of the following methods of disposition, subject to the requirements of law
and Equitable's rules then in effect:
(a) To receive the death benefit in a single sum;
(b) To apply the death benefit to the purchase of an Annuity Benefit in a
form then offered by Equitable;
(c) To apply the death benefit to provide any other form of benefit then
offered by Equitable; or
(d) To apply the death benefit to an account or accounts under this
Contract maintained for the benefit of such beneficiary or
beneficiaries.
Unless Equitable receives suitable written instructions to the contrary from the
Employer, Employer Plan Trustee or such beneficiary or beneficiaries on the date
on which it receives due proof of the death of the Participant, any amounts then
held with respect to the Participant in certain Divisions will be transferred to
one Division as described below, and the entire Retirement Account Value will be
held therein pending disposition of the death benefit in accordance with the
immediately preceding paragraph.
Such transfer will be (a) of any amounts not then in the Money Market Division
to such Division if such Division is then applicable under this Contract to the
Employer Plan, and (b) in any other case, of any amounts not then in the
Guaranteed Interest Division to the Guaranteed Interest Division.
Equitable will pay or apply a death benefit in accordance with the election
described in the second paragraph of this Section. Upon such disposition in
accordance with Clauses (a), (b), or (c) of such paragraph, the amount held in
the Divisions with respect to the Participant and the Retirement Account Value
will be zero. Equitable will thereupon be released from any and all liability
for payment with respect to the Retirement Account Value.
No. 1033-92 AC6704 Page 19
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Any beneficiary who elects to dispose of the death benefit by having it applied
to an account in accordance with Clause (d) of the second paragraph of this
Section, will be subject to the following:
(a) The beneficiary will be entitled to defer distribution of the account
to the extent permitted by the Employer Plan and applicable law;
(b) The value of the account will be determined at the time of distribution
to the beneficiary and, depending upon investment gains or losses, may
be worth more or less than the initial value of the account;
(c) If the beneficiary dies before taking full distribution of the account,
a death benefit will be determined with respect to the account as
though such beneficiary were a Participant; and
(d) Such account may be allocated to, and transferred among, the Divisions
in accordance with the provisions of this Contract as applicable to
Retirement Account Values with respect to Participants.
SECTION 2.09 WITHDRAWALS TO MAKE EMPLOYER PLAN LOANS TO PARTICIPANTS. The
Employer Plan Trustee may, if the Employer Plan is not a Terminated Plan or its
assets are not being paid out in accordance with Section 2.07, Paragraph (4),
make withdrawals under this Section in order to provide Employer Plan loans to
Participants in accordance with the loan provisions, if any, of the Employer
Plan, subject to applicable laws and regulations, and may request Equitable to
provide recordkeeping services with respect to such Employer Plan loans in
accordance with the following:
(a) An Employer Plan loan will be available only from the portion, if any,
of the Retirement Account Value that, as reported to Equitable by the
Employer or Employer Plan Trustee, is the vested portion of a
Participant's Retirement Account Value in accordance with the Employer
Plan;
(b) Before the Transaction Date on which an Employer Plan loan is to become
effective ("Plan Loan Effective Date") the Employer or Employer Plan
Trustee is to provide Equitable with a signed Employer Plan loan
agreement, in a form satisfactory to Equitable, setting forth all
applicable terms and conditions of the Employer Plan loan. Such
agreement is to be signed by the Employer or Employer Plan Trustee and
the Participant;
(c) There is no more than one Active Loan for a given Participant at one
time, except for multiple Old Plan Takeover Loans transferred to this
Contract under the terms of the Employer Plan with respect to a given
Participant;
(d) The minimum amount of withdrawal for each loan will be the minimum for
loans under the Employer Plan but in no event shall the minimum be less
than $1,000;
(e) The maximum amount of each withdrawal for an Employer Plan loan will be
the maximum amount described under Section 72 (p) of the Code;
No. 1033-92 AC6704 Page 20
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(f) The rate of interest applicable to each Employer Plan loan is a fixed
rate for the full term of the loan, as determined by the Employer or
the Employer Plan Trustee in accordance with the Employer Plan;
(g) A one-time set-up fee and a periodic recordkeeping fee will be
applicable to each Employer Plan loan in accordance with Section 2.10,
Paragraph (7);
(h) The amount of an Employer Plan loan withdrawal will be withdrawn from
the amounts held in the Divisions with respect to the Participant as of
the Transaction Date in accordance with the instructions submitted for
purposes of such Employer Plan loan withdrawal by the Employer or
Employer Plan Trustee;
(i) The Employer Plan loan must by its terms be repayable within a term as
specified in the Code and in the Employer Plan with respect to such
plan loans;
(j) The "Plan Loan Repayment Date" will be each of a series of dates to be
designated in an Employer Plan loan amortization schedule included in
the Employer Plan loan agreement referred to in Clause (b) above;
(k) Employer Plan loan repayments are to be remitted to Equitable by the
Employer or Employer Plan Trustee as of each Plan Loan Repayment Date
of any Active Loan, with each such payment at least equal to the amount
required, as specified in the amortization schedule as of the Plan Loan
Effective Date;
(l) Additional Employer Plan loan repayments may be made at any time. The
Employer Plan loan, including the full amount of interest due hereon,
may, if the Employer Plan so provides, be repaid in full at any time;
(m) Employer Plan loan repayments with respect to a Participant will be
allocated to the Participant's Retirement Account Value by Equitable
either (A) to the Divisions on the basis of the instructions submitted
for withdrawal of such Employer Plan loan amounts pursuant to Clause
(h) of this Section, or (B) if the Participant so elects and if such
Division is applicable under this Contract to the Employer Plan,
entirely to the Guaranteed Interest Division; and
(n) An Employer Plan loan will be deemed in default if (i) the full amount
of any loan repayment is not received by Equitable within 90 days of
the applicable Plan Loan Repayment Date, (ii) the Participant's
participation under this Contract with respect to the Employer Plan is
terminated, or (iii) the Participant dies.
SECTION 2.10 FEES AND CHARGES
(1) As of the last Business Day of each calendar quarter an administrative
fee will be deducted by Equitable from the amounts held in the
Divisions with respect to the Participant. Such fee will be equal to
$7.50 or, if less, 0.50% of the sum of (a) the Participant's Retirement
Account Value, and (b) any Active Loans with respect to the
Participant. With respect to individuals who become Participants
hereunder on or before the Contract Date, however, such administrative
fee will be appropriately prorated for the calendar quarter in which
such
No. 1033-92 AC6704 Page 21
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Contract Date occurred. Any amount remitted by the Employer or Employer
Plan Trustee toward such fee will correspondingly reduce such
deduction.
(2) As of the first Business Day of each calendar year, a plan
recordkeeping fee of $300 will be payable with respect to each Employer
Plan. Such fee will be appropriately prorated for the calendar year in
which the Contract Date occurred. To the extent that the Employer or
Employer Plan Trustee does not pay such fee directly to Equitable, it
will be deemed to have instructed Equitable to deduct such fee from the
amounts held in the Division with respect to the Participants.
(3) The assets of the Investment Divisions attributable to this Contract
will be subject to a daily asset charge for mortality risk, expenses
and expense risk. Such charge will be applied after any deductions to
provide for taxes and will be at a rate not to exceed a guaranteed
maximum annual rate of 1.35%. Equitable reserves the right to charge
less on a current basis. The charge will be made in accordance with
Clause (c) of the definition of Net Investment Factor in Section 1.27.
(4) Any withdrawal pursuant to Section 2.07 during the first five Contract
Years with respect to an Employer Plan will, except as otherwise
provided in Paragraphs (5) and (6) of this Section 2.10, be subject to
a Contingent Withdrawal Charge.
(5) Any withdrawal from the Guaranteed Interest Division pursuant to
Paragraphs (3) or (5) of Section 2.07 with respect to a Terminated Plan
Participant will, except as otherwise provided in Paragraph (6) of this
Section 2.10, be subject to a Market Value Adjustment if either
(a) no Contingent Withdrawal Charge is applicable to such withdrawal;
or
(b) the Contingent Withdrawal Charge that is applicable is less than
the Market Value Adjustment. In such event the Market Value
Adjustment will apply in lieu of the Contingent Withdrawal
Charge.
(6) No Contingent Withdrawal Charge or Market Value Adjustment will be
applied in connection with the following:
(a) Withdrawals paid in annual installments pursuant to Paragraphs (3)
or (4) of Section 2.07;
(b) Amounts withdrawn or applied with respect to a Participant for
purposes of a Benefit Distribution, or for purposes of compliance
with any qualified domestic relations order, as defined in
Section 414(p) of the Code; provided, however, that in connection
with Paragraphs (3) and (4) of Section 2.07, such Benefit
Distribution will include only Benefit Distributions covered by
Clauses (a), (b), or (c) of Section 1.06;
(c) Contributions which are "excess contributions" as such term is
defined in Section 401(k)(8)(B) of the Code, including the income
thereon, and less any loss allocable thereto, provided the
withdrawal is made no later than the end of the plan year under
the Employer Plan following the plan year in which such excess
contributions were made;
No. 1033-92 AC6704 Page 22
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(d) Contributions which are "excess aggregate contributions" as such
term is defined in Section 401(m)(6)(B) of the Code, including
the income thereon, and less any loss allocable thereto, provided
the withdrawal is made no later than the end of the plan year
under the Employer Plan following the plan year in which such
excess aggregate contributions were made;
(e) Amounts which are "excess deferrals" as such term is defined in
Section 402(g)(2) of the Code, including income thereon, and less
any loss allocable thereto, provided the withdrawal is made no
later than April 15 following the calendar year in which such
excess deferrals were made;
(f) Contributions which are remitted by the Employer or Employer Plan
Trustee due to mistake of fact made in good faith, provided such
Contributions, less any loss allocable thereto, are refunded to
the Employer or Employer Plan Trustee within 12 months from the
date such Contributions were made and no earnings attributable to
such Contributions are included in such repayments; and
(g) Contributions which are remitted by the Employer or Employer Plan
Trustee, but which are disallowed to the Employer as a deduction
for federal income tax purposes, provided such Contributions,
less any loss allocable thereto, are refunded to the Employer
within 12 twelve months after the disallowance of the deduction
has occurred and no earnings attributable to such contributions
are included in such repayment.
The amounts described in said Clauses (c) through (g) will be as
determined by the Employer or Employer Plan Trustee and reported to
Equitable.
Equitable also reserves the right to waive the Contingent Withdrawal
Charge in connection with such other transactions under this Contract
as it shall determine, provided that any such waiver will be applied on
a uniform and nondiscriminatory basis.
(7) An Employer Plan loan set-up fee of $25 is applicable as of the Plan
Loan Effective Date of each Active Loan, except for Old Plan Takeover
Loans, and an Employer Plan loan recordkeeping fee of $6 is applicable
as of the last Business Day of each calendar quarter with respect to
each Active Loan. Such fees will be deducted by Equitable from the
amounts held in the Divisions with respect to the Participant. Any
amount remitted by the Employer or Employer Plan Trustee toward such
fees will correspondingly reduce such deduction.
(8) If the Employer or the Employer Plan Trustee requests that the amount
representing a forfeiture and the interest thereon be withdrawn during
the first five Contract Years from the Forfeiture Account for any
purpose other than reallocation of such amount among the Participants
under this Contract, such withdrawal will be subject to a Contingent
Withdrawal Charge. The Contingent Withdrawal Charge will be deducted by
Equitable at the time of such withdrawal.
(9) Any charge for taxes which Equitable pays in conjunction with a
withdrawal pursuant to Section 2.07 will be deducted as of the
applicable Transaction Date from the amounts held in
No. 1033-92 AC6704 Page 23
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the Divisions with respect to the Participant. If Equitable has
deducted such charge from the Contributions being withdrawn before they
were allocated to the Divisions pursuant to Section 2.05, Equitable
will not again deduct charges from such Contributions for the same
taxes. If, however, taxes are later imposed upon Equitable when such a
withdrawal is made, Equitable reserves the right to make an additional
deduction for such taxes.
SECTION 2.11 FORFEITURES. If the Employer or the Employer Plan Trustee
reports to Equitable that a Retirement Account Value is to be reduced
as a result of a forfeiture pursuant to the Employer Plan, Equitable
will reduce the Retirement Account Value by the amount of the reduction
so reported as representing the unvested portion of the Participant's
Retirement Account Value.
Equitable will apply the amount of any such reduction to the Forfeiture
Account, pending subsequent disposition. Such amount (and any interest
thereon) will be disposed of in a manner to be reported in writing to
Equitable by the Employer Plan Trustee.
No. 1033-92 AC6704 Page 24
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PART III - ANNUITY BENEFITS
SECTION 3.01 FORM OF ANNUITY BENEFIT. Any Annuity Benefit provided under this
Contract will be payable on the Life Annuity form described in the following
paragraph or, as determined by the Employer or the Employer Plan Trustee in
accordance with the terms of the Employer Plan, on any other annuity form
offered by Equitable, subject to Equitable's rules then in effect and the
requirements of applicable law.
The Life Annuity form provides monthly payments to the Participant beginning at
the Annuity Commencement Date and ending with the last monthly payment due
before the death of the Participant.
SECTION 3.02 REPORT FOR ANNUITY BENEFIT. The Employer or the Employer Plan
Trustee will report to Equitable each Participant or other person with respect
to whom an Annuity Benefit is to be provided under this Contract if the amount
to be applied to provide such Annuity Benefit is at least $3,500. Any such
report is to be made before the first payment under such Annuity Benefit. Any
such report will be in the form prescribed by Equitable and will include all
pertinent facts and determinations requested by Equitable. Equitable will be
fully protected in relying on the reports and other information furnished by the
Employer or Employer Plan Trustee, and need not inquire as to the accuracy or
completeness thereof.
SECTION 3.03 APPLICATION TO PROVIDE ANNUITY BENEFIT. As of the date of the first
payment under each such Annuity Benefit to be provided hereunder, an application
will be made to provide such Annuity Benefit. The amount so applied will be
equal to the Retirement Account Value, less any applicable tax on annuity
considerations; provided that the Employer or Employer Plan Trustee may report,
in accordance with Section 3.02, that only a portion of the given amount is to
be used for such Annuity Benefit.
If Equitable has deducted charges for applicable tax from the Contributions
being applied to provide an Annuity Benefit before they were allocated to the
Divisions pursuant to Section 2.05, Equitable will not again deduct charges from
such Contributions for the same taxes. If, however, taxes are later imposed upon
Equitable when such an application is made, Equitable reserves the right to make
an additional deduction for such taxes.
Application will be made on the basis of either (a) the Table of Guaranteed
Annuity Payments included in Appendix A of this Contract, or (b) Equitable's
then-current individual annuity rates applicable at the time of application to
funds which derive from sources outside Equitable, whichever rates would provide
a large benefit with respect to the payee.
After application to provide an Annuity Benefit pursuant to this Section, the
amounts with respect to the Participant in the Divisions and the Retirement
Account Value will be correspondingly reduced.
SECTION 3.04 PAYMENT OF ANNUITY BENEFIT. Equitable will require satisfactory
evidence of the age of any person upon whose life continued payment under an
annuity form depends. Evidence of each payee's survival must be furnished to
Equitable either by personal endorsement of the check drawn for payment or by
other means satisfactory to Equitable.
No. 1033-92 AC6704 Page 25
<PAGE>
If a benefit payment under the Contract was based on information that is
subsequently found to be incorrect, such benefit will not be invalidated, but an
adjustment on the basis of the correct information will be made in the amount of
the benefit payments, any amount used to provide the benefit, or any combination
thereof. The amount of the overpayments by Equitable will be charged against,
and the amount of the underpayments will be added to, any payments thereafter
falling due under the Contract with respect to the payee.
The liability of Equitable with respect to a payee is limited to the correct
information and the actual amounts used to provide the benefits then in force
with respect to the payee under the Contract.
If Equitable receives evidence satisfactory to it that (a) a payee entitled to
receive any payment under the Contract is physically or mentally incompetent to
receive such payment or is a minor, (b) another person or an institution is then
maintaining or has custody of such payee, and (c) no guardian, committee, or
other representative of the estate of such payee has been appointed, Equitable
may, unless the Employer Plan provides to the contrary, make the payments to
such other person or institution, and will thereupon be fully discharged from
all liability with respect thereto.
If the amount to be applied hereunder is less than $3,500, Equitable may pay the
amount to the payee in a single sum instead of applying it to provide an Annuity
Benefit.
Any election, change, revocation or designation shall be made, and will take
effect, in the same manner as a change of beneficiary.
No. 1033-92 AC6704 Page 26
<PAGE>
PART IV - GENERAL PROVISIONS
SECTION 4.01 CONTRACT. This Contract constitutes the entire contract between the
Contract Holder and Equitable. This contract and the application therefor
constitutes the entire contract between the Employer or Employer Plan Trustee,
as the case may be, and Equitable. The provisions of the Contract alone will
govern with respect to the rights and obligations of Equitable. The provisions
of the Contract will be applied separately with respect to each Employer or
Employer Plan Trustee. Nothing in the Master Trust, the Pooled Trust, the
Employer Plan or the Plan, nor in any modification, amendment, or supplement to
any such documents will in any way be construed to enlarge, change, vary or in
any other way affect the obligations of Equitable as expressly provided in this
Contract.
This Contract may not be modified as to Equitable, nor may any of Equitable's
rights or requirements be waived, except in writing and by an authorized officer
of Equitable. The Contract may be changed by amendment or replacement upon
agreement between the Contract Holder and Equitable without the consent of any
other person provided that such change does not reduce any Annuity Benefit
provided before such change and provided that no rights, privileges or benefits
which have accrued to the Employer or the Employer Plan Trustee, or to any
Participant under the Contract, may be reduced or forfeited except by the
express consent thereof.
The Employer or Employer Plan Trustee will report to Equitable each person under
the Employer Plan who is to be covered under this Contract. Equitable will issue
with respect to each person for whom an Annuity Benefit becomes payable under
this Contract an Equitable supplementary contract setting forth the amount and
terms of the Annuity Benefit.
Upon Equitable's request, the Employer or Employer Plan Trustee will provide any
information that is reasonably required by Equitable with respect to
transactions under this Contract.
SECTION 4.02 STATUTORY COMPLIANCE. Equitable reserves the right to amend the
Contract without the consent of any other person in order to comply with
applicable laws and regulations. Such right shall include, but not be limited
to, the right to conform the Contract to reflect changes in the Code, in
Treasury regulations or published rulings of the Internal Revenue Service, in
the Employee Retirement Income Security Act of 1974, as amended, and in
Department of Labor regulations.
Any Annuity Benefit, Cash Value or death benefit available under the Contract
shall not be less than the minimum benefits required by any applicable state
law.
SECTION 4.03 ASSIGNMENTS AND NONTRANSFERABILITY. Neither the Employer, the
Employer Plan Trustee nor Equitable may assign its rights or obligations
hereunder without the other party's prior written consent, except that an
assignment by Equitable to a corporation in which it has a direct or indirect
ownership interest shall not require such consent provided that Equitable
remains liable for the failure of that corporation to perform its obligations
under this Contract.
Subject to the requirements of applicable law, no amount payable to a
Participant or beneficiary under the Contract may be assigned, commuted or
encumbered by the payee and no such amount will in any way be subject to any
claim against such payee. Such prohibition will not apply to any
No. 1033-92 AC6704 Page 27
<PAGE>
assignment, transfer, or attachment pursuant to a qualified domestic relations
order, as defined in Section 414(p) of the Code.
SECTION 4.04 MANNER OF PAYMENT. Equitable will pay all amounts becoming payable
under this Contract by check or, if so agreed upon by the Employer or Employer
Plan Trustee and Equitable, by wire transfer. All amounts payable by the
Employer or the Employer Plan Trustee under this Contract will be paid by check
payable to Equitable, or by any other method acceptable to Equitable.
SECTION 4.05 RIGHT TO CHANGE. Equitable reserves the right to increase any fee
described in Section 2.10, Paragraphs (1), (2) and (7) at any time to reflect
any increase in Equitable's expenses related to the administrative functions
covered by such fees.
Equitable also reserves the right to decrease or waive any or all such fees, or
the Contingent Withdrawal Charge, as applicable to an Employer Plan, in
recognition of anticipated and sustained lower levels of sales and
administrative expense incurred by Equitable under this Contract with respect to
such Employer Plan. Such fee or charge adjustment will be determined by
Equitable on the basis of criteria applied in a uniform and nondiscriminatory
manner including, but without limitation, the number of Participants associated
with the Employer Plan, the level and frequency of Contributions, the average
retention of such Contributions under the Contract, the pattern of withdrawals,
and the use of cost-saving technology by the Employer or Employer Plan Trustee
in transmitting Participant data to Equitable.
Equitable reserves the right to change from time to time on and after the fifth
anniversary of the Register Date, at intervals of not less than five years, (a)
the minimum amount to be used to provide an Annuity Benefit hereunder as stated
in Section 3.02 and (b) the actuarial basis used in the Table of Guaranteed
Annuity Payments appearing in Appendix A.
Equitable may elect to make any change pursuant to the first or third paragraphs
of this Section either by written notice to the Employer or Employer Plan
Trustee or by amendment to this Contract, and will advise the Employer or
Employer Plan Trustee at least 90 days in advance of any such change. No such
change will apply to any Annuity Benefit provided hereunder before such change
nor to Contributions made hereunder before such change.
Equitable reserves the right, subject to compliance with applicable law, to:
(a) add new Investment Divisions or subdivisions thereof to the Separate
Account, add a new separate account, or remove Investment Divisions or
subdivisions thereof from the Separate Account;
(b) combine any two or more Investment Divisions or subdivisions thereof;
(c) transfer the assets Equitable determines to be the proportionate share
of the class of contracts to which this Contract belongs from any of
the Investment Divisions to another Investment Division by withdrawing
the same percentage of each investment in that Investment Division,
with appropriate adjustment to avoid odd lots and fractions;
No. 1033-92 AC6704 Page 28
<PAGE>
(d) operate the Separate Account or any Investment Division as a management
investment company under the Investment Company Act of 1940 (which
company may be directed by a committee which may be composed of a
majority of persons who are "interested persons" of Equitable under
said Act, which committee may be discharged by Equitable at any time)
or in any other form permitted by law, including a form that allows
Equitable to make direct investments;
(e) deregister the Separate Account under said Act;
(f) cause one or more Investment Divisions to invest some or all of their
assets in one or more other trusts or investment companies;
(g) terminate any agreement with an Employer or Employer Plan Trustee in
conjunction with this Contract pursuant to the terms of such agreement;
and
(h) restrict or eliminate any voting rights of Participants, Employer Plan
Trustees or other persons who have voting rights that affect the
Separate Account.
If the exercise of these rights results in a material change in the underlying
investments of an Investment Division, the Employer or the Employer Plan Trustee
will be notified by Equitable of such exercise.
SECTION 4.06 BENEFICIARY. A Participant may, subject to the Employer Plan,
including any spousal consent provisions thereof, designate (with the right to
change such designation from time to time) a beneficiary or beneficiaries to
receive any payment with respect to the Participant becoming due to a
beneficiary under this Contract. Any other person to whom periodic payments are
payable under this Contract may designate (with the right to change such
designation from time to time) a beneficiary or beneficiaries to receive any
single sum payment or any remaining periodic payments becoming due upon the
death of such person, if no prior designation is then in effect with respect
thereto.
Any designation or change shall be by written notice filed at the Processing
Office, except that a designation or change made by a Participant who has not
attained his Annuity Commencement Date shall be by written notice filed with the
Employer or Employer Plan Trustee. Upon receipt of said notice by Equitable,
such designation or change shall take effect as of the date shown on said notice
as the date on which it was signed, whether or not the person making such
designation or change is living at the time of receipt, but without further
liability on the part of Equitable with respect to any payment made by it before
the receipt by it of (a) said notice or (b) a written report from the Employer
or Employer Plan Trustee that such party received said notice.
SECTION 4.07 DEFERMENT. Except as provided in this Section, payments by
Equitable pursuant to the provisions of Sections 2.07 and 2.08 from the amounts
held with respect to the Participant in the Investment Divisions will be made
within seven days after the applicable Transaction Date.
Payments or applications by Equitable of proceeds from the Investment Divisions
can be deferred during any period when (a) the sale of securities or the
determination of the Accumulation Unit
No. 1033-92 AC6704 Page 29
<PAGE>
Value is not reasonably practicable because an emergency, defined by the
Securities and Exchange Commission, exists, or the New York Stock Exchange is
closed, or trading on such Exchange is restricted, or (b) the Securities and
Exchange Commission by order permits postponement for the protection of persons
having interests in the Separate Account. Payment or transfer by Equitable of
any portion of a Participant's Retirement Account Value in the Guaranteed
Interest Division can be deferred, while the Participant is living, for up to
six months after receipt of a written request for such payment or transfer.
SECTION 4.08 CONTRACT HOLDER'S RESPONSIBILITY. The sole responsibility of the
Contract Holder is to serve as party to the Contract. The Contract Holder will
have no responsibility for the administration of the Plan or any Employer Plan
or agreement, or for Contributions or any payments or other distributions
hereunder. Equitable will deal with the Contract Holder in accordance with the
terms and conditions of the trust agreement pursuant to which the Contract
Holder agreed to act as such and in such manner as the Contract Holder and
Equitable agree, without the consent of any other person. Any Employer or
Employer Plan Trustee making Contributions under the Contract will have adopted
and accepted the Master Trust or the Pooled Trust and this Contract as part of
the Employer Plan with respect to which such Contributions are made.
SECTION 4.09 EMPLOYER OR EMPLOYER PLAN TRUSTEE'S RESPONSIBILITY. Equitable shall
make no payment hereunder without written instructions from the Employer or
Employer Plan Trustee, as applicable, and Equitable shall be fully discharged of
any liability therefor to the extent such payments are made pursuant to such
instructions.
SECTION 4.10 PLAN STATUS. A "Qualified Plan" is a plan or agreement that meets
the requirements for qualification under Section 401(a) of the Code. The
Employer or Employer Plan Trustee is to provide evidence satisfactory to
Equitable that the Employer Plan is a Qualified Plan and, if at any time the
Employer Plan is no longer a Qualified Plan, the Employer or Employer Plan
Trustee is to give Equitable prompt written notice thereof.
If (a) within one year after the Funding Effective Date, or such longer period
as may be agreed upon in writing between the Employer or Employer Plan Trustee
and Equitable, the Employer or Employer Plan Trustee does not provide such
evidence that the Employer Plan is a Qualified Plan, or (b) the Employer or
Employer Plan Trustee gives notice that the Employer Plan is no longer a
Qualified Plan, then upon at least thirty days advance written notice to the
Employer or Employer Plan Trustee, Equitable may:
No. 1033-92 AC6704 Page 30
<PAGE>
(i) Prohibit further Contributions under this Contract with respect to the
Employer Plan, and
(ii) Withdraw from the Divisions the amounts therein with respect to the
Employer Plan and make the payment described in the second paragraph of
Section 2.07, Paragraph (6).
If the Employer Plan is to terminate, in whole or in part, without immediate
establishment of a successor plan, sponsored by the Employer, with respect to
the affected Participants, the Employer or Employer Plan Trustee will provide
Equitable with (a) 90 days' advance written notice and evidence satisfactory to
Equitable of such termination, and (b) a listing of the Participants covered by
such termination if it is a partial plan termination.
No. 1033-92 AC6704 Page 31
<PAGE>
APPENDIX A
TABLE OF GUARANTEED ANNUITY PAYMENTS
Amount of Annuity Benefit payable monthly on the Life Annuity form provided by
an application of $1,000.
Age Amount
--- ------
55 $3.99
60 4.35
65 4.82
70 5.46
The amount of income provided under an Annuity Benefit payable on the Life
Annuity form is based on 3.00% interest and the 1983 Individual Annuity
Mortality Table "a" projected with modified Scale G, adjusted to a unisex basis,
reflecting a 20%-80% split of males and females at pivotal age 55.
Amounts required for ages not shown in the Table or for other annuity forms will
be calculated by Equitable on the same actuarial basis.
No. 1033-92 AC6704 Page 32
[EQUITABLE LOGO]
GROUP PENSION CERTIFICATE
-------------------------
PARTICIPANT: [John Doe]
PARTICIPANT NUMBER: [XX-XXX]
EFFECTIVE DATE: [June 1, 1995]
PLAN SPONSOR: Aurora Health Care, Inc.
EQUITABLE certifies that you, the Participant, are covered under our Group
Pension Contract No. AC 0000 ("Contract") with respect to the Plan Sponsor's tax
sheltered annuity plan ("Plan").
The Contract and application therefor are the entire contract between the Plan
Sponsor and Equitable. The Contract shall govern the payment of all benefits and
the rights and obligations of the Equitable with respect thereto. This
Certificate is merely a statement in substance of the benefits that may be
provided under the Contract. Your rights as described in this Certificate are
subject to the continued participation of the Plan under the Contract.
No amount to be paid under the Contract as described in this Certificate may be
assigned, commuted, or encumbered by the payee and, to the extent permitted by
law, no such amount shall in any way be subject to any legal process to subject
the same to the payment of any claim against such payee. The foregoing shall not
apply to any assignment, transfer or attachment pursuant to a qualified domestic
relations order as defined in Section 414(p) of the Internal Revenue Code of
1986 ("Code"). The entire interest of any Participant or beneficiary is
nonforfeitable within the meaning of Section 403(b)(1)(C) of the Code. No
interest of a Participant or beneficiary may be transferred to any persons other
than Equitable upon the surrender of the Participant's or beneficiary's interest
in the Contract.
Amounts contributed under the Contract may be placed in one or more Funds of the
Separate Account based on the Plan Sponsor's advice to us in keeping with the
Plan. Such amounts may increase or decrease in value as described in the
Contract.
THE CONTRACT IN BRIEF
---------------------
TERMS DEFINED
-------------
Investment Options: The investment options under the Contract that the Plan
Sponsor makes available to Participants under the Plan. The Plan Sponsor may
choose not to offer all of the Investment Options available under the Contract
as Investment Options under the Plan. The options under the Contract include:
the Guaranteed Interest
PF10,777-TSA Page 1
<PAGE>
Account, an option offered under our General Account; and the following Funds
which are funded through our Separate Account A (the "Separate Account"), a
pooled, market valued account maintained as described in the Contract. We may
add other options under the Contract in the future. The available Funds are
divided into Type A Funds and Type B Funds as follows:
"Type A" Funds "Type B" Funds
- -------------- --------------
[Growth & Income Conservative Investors
Balanced High Yield
Aggressive Stock Intermediate Government Securities
Global Money Market
Growth Investors Quality Bond]
Equity Index
Common Stock
Equitable: The insurer whose full name appears at the head of this Certificate.
The terms "we," "our" and "us" as used herein mean Equitable.
Plan: A tax sheltered annuity plan of the Plan Sponsor which meets the
requirements of Section 403(b) of the Internal Revenue Code and which is funded
under the Contract.
Retirement Account Value: The sum of the amounts held with respect to you under
the Contract.
AMOUNTS CONTRIBUTED
-------------------
The Plan Sponsor is to send amounts to us from time to time on your behalf and
on behalf of the Plan Participants and other persons covered by the Plan, on the
basis set forth in the Plan.
ALLOCATION OF AMOUNTS
---------------------
We will allocate such amounts and transfer any balance held for you among the
Investment Options as the Plan Sponsor instructs, as set forth in the Plan,
subject to the next paragraph. Many plans permit participants to tell us how to
allocate such amounts.
If any of the Type B Funds are available to Participants under the Plan there is
a maximum which may be transferred to any of the Type A or Type B Funds from the
Guaranteed Interest Account. the maximum applies to transfers made in any period
which consists of the current and three immediately preceding calendar quarters
("Transfer Period"). the maximum for any Transfer Period is
(a) 25% of the amount held for you in the Guaranteed Interest
Account as of December 31 which precedes the current calendar
quarter, or, if greater,
PF10,777-TSA Page 2
<PAGE>
(b) the total of amounts transferred on your behalf from the
Guaranteed Interest Account to any Type A or Type B Fund in
the prior calendar year.
(Other rules may apply if a mass transfer of Plan funds has been made from
another contract or if the Plan terminates. It is the responsibility of the Plan
Sponsor to advise you if such other rules apply.)
BENEFITS
--------
Amounts held under the Contract for you will be used, subject to the terms of
the Contract, to provide benefits for you, either through purchase of an insured
monthly pension or in some other way, as the Plan Sponsor directs in keeping
with the Plan.
If an insured pension is purchased under the Contract, such pension will be paid
on the life annuity form described below or, as the Plan Sponsor reports, on any
other form we offer, subject to applicable law and to our rules. Your Plan may
require that pensions be paid with respect to married persons on the joint and
survivor life annuity form with your spouse as the joint annuitant, unless you
and your spouse elect some other form or mode of payment in keeping with
applicable law and the Plan.
The life annuity form provides monthly payments starting as of a date reported
in advance by the Plan Sponsor and ending with the last monthly payment due
before your death.
You should consult the Plan Sponsor as to other forms or modes of payment
allowed under the Plan.
If any data on which a payment made under the Contract is based has been in
error, we will adjust any later payments, in keeping with the Contract, on the
basis of the correct data.
Our insured pension contract setting forth the amount and terms of payment of
any insured monthly pension will be furnished to replace this Certificate for
each person for whom such a pension is purchased under the Contract.
WITHDRAWALS
-----------
Subject to any restrictions in the Plan and the Contract, the Plan Sponsor may
make a withdrawal from your Retirement Account Value on your behalf. A
contingent withdrawal charge may apply to amounts withdrawn in the first two
years that the Plan has participated in the Contract, and a market value
adjustment may apply provided it is more than any applicable contingent
withdrawal charge and provided the Plan has been terminated or the Plan's
participation in the Contract has been discontinued. If the Plan has not
terminated or if the Plan's participation in the Contract is not discontinued,
the contingent withdrawal charge is applicable only if an in-service withdrawal
is made; however, the charge will not apply if that in-service withdrawal is
PF10,777-TSA Page 3
<PAGE>
made in order to provide a transfer to another Code Section 403(b) contract with
another insurance company or custodian (pursuant to Rev. Rule 90-24 or any
successor thereto, or pursuant to an exchange under Section 1035 of the Code)
before you have become eligible for a benefit distribution as set forth in the
Plan and Contract.
The market value adjustment may only apply to amounts in the Guaranteed Interest
Account, and then only if such amounts are not paid in installments over a
period of less than five years after Plan termination or after the Plan has
discontinued its participation in the Contract. The market value adjustment also
does not apply to any benefit distribution as set forth in the Plan and
Contract. A contingent withdrawal charge may apply to amounts withdrawn after
Plan termination or after the discontinuance of the Plan's participation in the
Contract but will not apply to amounts in the Guaranteed Interest Account paid
in installments for a period of less than five years and will not apply to
benefit distributions as set forth in the Contract. As described above, a
contingent withdrawal charge is never applied after the Plan has participated in
the Contract for two years.
The contingent withdrawal charge, if one applies, will be 6% of the amount
withdrawn or, if less, 8.5% of all amounts received from the Plan Sponsor under
the Contract on your behalf. The market value adjustment may not exceed 7% and
will never result in the deduction of amounts contributed or transferred to the
Guaranteed Interest Account on your behalf plus an amount of credited interest
based upon a guaranteed interest rate of 3%.
No withdrawals in violation of the restrictions of Code Section 403(b)(11) may
be made with respect to salary reduction amounts contributed under the Plan. You
should consult the Plan Sponsor as to other rules which may apply to withdrawals
from the Plan and Contract.
LOANS
-----
Plan loans from your Retirement Account Value are available subject to the terms
of the Plan and with approval of the Plan Sponsor. You should consult the Plan
Sponsor as to the rules and procedures which apply to Plan loans.
DEATH BENEFIT
-------------
Upon our receipt of due proof of your death, a death benefit will be due to your
designated beneficiary. Such death benefit will equal your Retirement Account
Value at the time of distribution.
Subject to the terms of the Contract, your beneficiary may elect to receive the
benefit in a single sum, to apply it to the purchase of an insured monthly
pension, to apply it to provide any other form of payment then offered by us, or
to credit it to an account under the Contract on a basis described therein.
Upon request by a person due to receive such death payment, we will provide such
person with further advice as to other methods of payment.
PF10,777-TSA Page 4
<PAGE>
DESIGNATION OF BENEFICIARY
--------------------------
You may designate (with the right to change such designation from time to time)
a beneficiary or beneficiaries to receive any benefit that might become due
under the Contract. The Plan may require, if you are married, that your spouse
be named as such beneficiary unless your spouse consents to the naming of some
other beneficiary, in keeping with the law and the Plan. Any such designation or
change therein will be made by written notice filed with the Plan Sponsor.
PAYMENT RULES
-------------
Tax penalties may apply to withdrawals or distributions from your Retirement
Account Value before you attain age 59 1/2. Also, there may be a tax penalty if
you do not begin to receive benefits by April 1 following the calendar year in
which you attain age 70 1/2 ("Required Distribution Date"). You must, in
accordance with Code Section 403(b)(10) begin receiving benefits under the Plan
on the Required Distribution Date so that your Retirement Account Value
(accumulated since December 31, 1986) will be distributed over your life or life
expectancy or over the joint life or life expectancy of you and your designated
beneficiary.
For amounts in your Retirement Account Value accumulated before December 31,
1986, benefit payments must begin by the later of your termination of employment
or the date you attain age 75.
FEES
----
Certain fees charged by us under the Contract will be withdrawn from your
Retirement Account Value unless the Plan Sponsor has made a direct payment of
such fees. You will be informed by the Plan Sponsor if such fees will be
withdrawn and the amount of each fee. They may include:
o the contingent withdrawal charge or market value adjustment described above;
o an administrative fee, due each calendar quarter;
o loan charge, if you take a loan pursuant to the terms of the Plan;
o any other charges which may apply under the Contract which are not paid by
the Plan Sponsor.
PLAN SPONSOR OPTION
-------------------
The plan sponsor may, subject to the Contract, elect to withdraw the amount held
for you less any charges that apply, and transfer such amount to some other
contract or account which holds assets of the Plan. If such transfer occurs we
will not be obliged under the Contract to make any further payments with respect
to you. Withdrawals will also be made, as described in the Contract, if the Plan
is terminated; you will be informed by the Plan Sponsor if this occurs and of
the basis upon which withdrawals
PF10,777-TSA Page 5
<PAGE>
will be made. See "WITHDRAWALS" above for a description of the contingent
withdrawal charge and market value adjustment that may apply if your Plan is
terminated or if your Plan discontinues its participation in the Contract.
CONTRACT CHANGES
----------------
The Contract may be changed by rider or replaced if we and the Plan Sponsor so
agree, without the consent of any other person referred to in the Contract, but
no such change will reduce any benefit, death benefit, or amount withdrawn that
arose from amounts received by us before such change, or any other payment to
which we may commit under the Contract before such change.
OUR DUTY TO MAKE PAYMENTS
-------------------------
At any given time we are bound under the Contract with respect to you only to
make such payment or payments as we can provide under the terms of the Contract,
using those assets which arise from amounts received on your behalf and not paid
out before such time.
PF10,777-TSA Page 6
<PAGE>
[THE EQUITABLE LOGO]
THE EQUITABLE
LIFE ASSURANCE SOCIETY
OF THE UNITED STATES
- --------------------------------------------------------------------------------
CONTRACT Group Annuity Contract no. AC (0000)
----
CONTRACT HOLDER AND EMPLOYER Aurora Health Care, Inc.
EFFECTIVE DATE June 1, 1995
DATE OF ISSUE [June, 1995]
This Contract is issued in consideration of the application attached hereto and
made part of this Contract and of the payment to Equitable of the Contributions
made hereunder.
ASSETS HELD IN CONNECTION WITH THIS CONTRACT MAY BE HELD IN THE SEPARATE ACCOUNT
MAINTAINED BY EQUITABLE AND MAY INCREASE OR DECREASE IN VALUE AS DESCRIBED IN
SECTION 2.03 OF THIS CONTRACT.
This Contract is executed by Equitable at its Home Office in New York on the
Date of Issue and shall take effect as of the Effective Date. The provisions on
the following pages form a part hereof.
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
<TABLE>
<S> <C> <C>
/s/Joseph J. Melone /s/James M. Benson /s/Molly K. Heines
Chairman and Chief Executive Officer President and Chief Operating Officer Vice President and Secretary
</TABLE>
------------------------------------------
Assistant Registrar
No. 1033-95-TSA INTEREST RATE GUARANTEE-FIXED ANNUITY BENEFITS
NON-PARTICIPATING
SPECIMEN COPY
<PAGE>
TABLE OF CONTENTS
PART I - DEFINITIONS PAGE
Section 1.01 - Accumulation Unit 4
Section 1.02 - Accumulation Unit Value 4
Section 1.03 - Active Loan 4
Section 1.04 - Annuity Benefit 4
Section 1.05 - Annuity Commencement Date 4
Section 1.06 - Benefit Distribution 4
Section 1.07 - Business Day 4
Section 1.08 - Calculation Date 4
Section 1.09 - Cash Value 4
Section 1.10 - Class of Employers 5
Section 1.11 - Code 5
Section 1.12 - Contingent Withdrawal Charge 5
Section 1.13 - Contract Date 5
Section 1.14 - Contract Year 5
Section 1.15 - Contribution 5
Section 1.16 - Disability 5
Section 1.17 - Divisions 5
Section 1.18 - Employer 6
Section 1.19 - Employer Plan 6
Section 1.20 - Guaranteed Interest Rate 6
Section 1.21 - Investment Divisions 6
Section 1.22 - Market Value Adjustment 6
Section 1.23 - Minimum Guaranteed Rate 8
Section 1.24 - Net Investment Factor 8
Section 1.25 - Participant 8
Section 1.26 - Processing Office 8
Section 1.27 - Retirement Account Value 8
Section 1.28 - Separate Account 8
Section 1.29 - Source 9
Section 1.30 - Terminated Plan Notice 9
Section 1.31 - Terminated Plan Participant 9
Section 1.32 - Transaction Date 9
Section 1.33 - Valuation Period 9
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TABLE OF CONTENTS - CONT'D
PART II - RETIREMENT ACCOUNT VALUE
Section 2.01 - Contributions 10
Section 2.02 - Transfers of Unallocated Amounts 10
Section 2.03 - Separate Account 10
Section 2.04 - Guaranteed Interest Division 11
Section 2.05 - Allocation of Contributions to Divisions 12
Section 2.06 - Transfers among Divisions 12
Section 2.07 - Withdrawal and Termination 13
Section 2.08 - Death Benefits 16
Section 2.09 - Employer Plan Loans to Participants 17
Section 2.10 - Fees and Charges 18
Section 2.11 - Restrictions on Distributions 20
Section 2.12 - Required Distributions 20
Section 2.13 - Special Annuity and Spousal
Consent Provisions 21
PART III - ANNUITY BENEFITS
Section 3.01 - Form of Annuity Benefit 23
Section 3.02 - Report for Annuity Benefit 23
Section 3.03 - Application to Provide Annuity Benefit 23
Section 3.04 - Payment of Annuity Benefit 23
PART IV - GENERAL PROVISIONS
Section 4.01 - Contract 25
Section 4.02 - Statutory Compliance 25
Section 4.03 - Assignments, Nontransferability
and Nonforfeitability 25
Section 4.04 - Manner of Payment 26
Section 4.05 - Right to Change 26
Section 4.06 - Beneficiary 27
Section 4.07 - Deferment 27
Section 4.08 - Contract Holder's Responsibility 27
Section 4.09 - Plan Status 27
APPENDIX A - Table of Guaranteed Annuity Payment 29
APPLICATION
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PART I - DEFINITIONS
SECTION 1.01 ACCUMULATION UNIT. The term "Accumulation Unit" means a unit which
is purchased in an Investment Division of the Separate Account when an amount is
allocated or transferred thereto and which is a measure used by Equitable in
determining the amount held with respect to a Participant in such Investment
Division.
SECTION 1.02 ACCUMULATION UNIT VALUE. The term "Accumulation Unit Value" means
the dollar value of each Accumulation Unit in a given Investment Division on a
given date. Such value, for a given Valuation Period, is equal to the
Accumulation Unit Value for the immediately preceding Valuation Period
multiplied by the Net Investment Factor for the given Period.
SECTION 1.03 ACTIVE LOAN. The term "Active Loan" means the principal amount of
any loan made to a Participant pursuant to Section 2.09, which is neither fully
repaid nor deemed distributed under Section 72(p) of the Code.
SECTION 1.04 ANNUITY BENEFIT. The term "Annuity Benefit" means a benefit payable
by Equitable pursuant to Part III of this Contract.
SECTION 1.05 ANNUITY COMMENCEMENT DATE. The term "Annuity Commencement Date"
means a date, determined by the Employer and reported in writing to Equitable
pursuant to Section 3.02, as of which payments under an Annuity Benefit are to
begin.
SECTION 1.06 BENEFIT DISTRIBUTION. The term "Benefit Distribution" means
payments with respect to a Participant under the terms of the Employer Plan as
distributions therefrom in any of the following circumstances:
(a) as a result of the Participant's retirement, death, or Disability;
(b) as a result of the Participant's separation from service with the
Employer, provided such separation from service would qualify as such
under the principles of Section 402(d)(4)(A) of the Code as in effect
under the Tax Reform Act of 1986;
(c) in connection with a maximum distribution made on or after the
Participant's Required Beginning Date, as defined in Section 401(a)(9)(C)
of the Code; and
(d) as a result of an in-service withdrawal from the Employer Plan other than
one involving a direct rollover from this Contract to an individual
retirement arrangement or tax sheltered annuity plan not funded by an
Equitable contract. (See Paragraph (9) of Section 2.07 which describes
limitations with respect to in-service withdrawals.)
SECTION 1.07 BUSINESS DAY. the term "Business Day" means, generally, any day on
which Equitable is open and the New York Stock Exchange is open for trading. For
purposes of determining the Transaction Date, Equitable's Business Day ends at
4:00 P.M., Eastern Time.
SECTION 1.08 CALCULATION DATE. The term "Calculation Date" means the Business
Day, occurring no more than five Business Days before the date of a payment, as
of which Equitable determines a Market Value Adjustment with respect to the
Employer Plan in the event that Equitable has received a Plan Termination
Notice.
SECTION 1.09 CASH VALUE. The term "Cash Value" means an amount equal to the
Retirement Account Value with respect to a Participant, minus any Contingent
Withdrawal
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Charge and/or, in the event that Equitable has received a Plan Termination
Notice, any Market Value Adjustment applicable pursuant to Section 2.10.
SECTION 1.10 CLASS OF EMPLOYERS. The term "Class of Employers" means the
category to which Equitable assigns the Employer Plan upon the Contract Holder's
adoption of this Contract as a funding vehicle of the Employer Plan. Employer
Plans whose Contract Dates occur within a given calendar year will belong to the
same Class of Employers, except that Equitable may at any time (a) close a Class
of Employers and begin a new Class of Employers, or (b) combine two or more
Classes of Employers.
SECTION 1.11 CODE. The term "Code" means the Internal Revenue Code, as now or
hereafter amended, or any corresponding provisions of prior or subsequent United
States revenue laws.
SECTION 1.12 CONTINGENT WITHDRAWAL CHARGE. The term "Contingent Withdrawal
Charge" means an amount equal to the lesser of the amounts defined in (a) or (b)
as follows:
(a) An amount equal to 6% of the amount to be withdrawn (including such
Contingent Withdrawal Charge);
(b) An amount equal to (i) minus (ii) as follows:
(i) an amount equal to 8.5% of all Contributions received for each
Source with respect to the Participant under this Contract;
(ii) the sum of any prior Contingent Withdrawal Charges made with respect
to the Participant under this Contract.
SECTION 1.13 CONTRACT DATE. The term "Contract Date" means the date as of which
the first Contribution was received under this Contract with respect to the
Employer Plan.
SECTION 1.14 CONTRACT YEAR. The term "Contract Year" means the twelve months'
period beginning on (a) the Contract Date and (b) each anniversary of such Date,
unless otherwise agreed to in writing by Equitable.
SECTION 1.15 CONTRIBUTION. The term "Contribution" means any amount received
from the Contract Holder pursuant to Section 2.01 with respect to a Participant.
SECTION 1.16 DISABILITY. The term "Disability" means, with respect to a
Participant, the inability to engage in any substantial gainful activity by
reason of any medically determinable physical or mental impairment which can be
expected to result in death or to be of long, continued and indefinite duration,
presumably for life, as determined by the Employer on the basis of either (a) a
written determination by the Social Security Administration that disability
payments under the Social Security Act has been approved; or (b) other evidence
satisfactory to Equitable of such condition.
SECTION 1.17 DIVISIONS. The terms "Division" or "Divisions" mean one or more, as
the case may be, of the following options which the Employer has elected to be
applicable under this Contract to the Employer Plan:
(a) the Guaranteed Interest Division, and
(b) the respective Investment Divisions of the Separate Account.
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Such election must be on Equitable's form, subject to Equitable's rules then in
effect, and may be changed from time to time with respect to subsequent
transactions. Any such election which does not include any Type B Investment
Divisions must include election of the Guaranteed Interest Division. In
addition, such election will include the same Divisions which are elected under
any other contract issued by Equitable, effective on the same date as this
Contract, with respect to any plan adopted by the Employer.
SECTION 1.18 EMPLOYER. The term "Employer" means the employer named on the cover
page of this Contract. As Contract Holder, the Employer may notify Equitable
that a successor Contract Holder is, subject to Equitable's consent and provided
such successor Contract Holder meets the requirements of Code Section 501(c)(3),
to be appointed; any successor Contract Holder shall have all the rights and
obligations described in this Contract of the Contract Holder.
SECTION 1.19 EMPLOYER PLAN. The term "Employer Plan" means the plan adopted by
the Employer that is intended to meet the requirements of a tax sheltered
annuity plan under Section 403(b) of the Code and that uses this Contract as a
funding vehicle.
SECTION 1.20 GUARANTEED INTEREST RATE. The term "Guaranteed Interest Rate" means
the effective annualized rates Equitable establishes from time to time at which
interest is credited on amounts in the Guaranteed Interest Division. Before each
calendar year, Equitable will establish a guaranteed minimum interest rate for
each Class of Employers for such year. Such rate will not be less than the
Minimum Guaranteed Rate. Equitable guarantees that the amount of interest it
credits during a calendar year will not be less than the amount calculated at
the annual guaranteed minimum rate in effect during such calendar year.
SECTION 1.21 INVESTMENT DIVISIONS. The terms "Investment Division" or
"Investment Divisions" mean any one or more, as the case may be, of those
Investment Divisions of the Separate Account then available under this Contract
which the Contract Holder has elected, pursuant to Section 1.17, to be
applicable under this Contract to the Employer Plan.
The Investment Divisions of the Separate Account are classed as Type A
Investment Divisions and Type B Investment Divisions:
TYPE A TYPE B
INVESTMENT DIVISIONS INVESTMENT DIVISIONS
-------------------- --------------------
[O The Stock Division O The Conservative Investors
O The Balanced Division Division
O The Aggressive Stock Division O The High Yield Division
O The Global Division O The Intermediate Government
O The Growth Investors Division Securities Division
O The Growth and Income Division O The Money Market Division
O The Equity Index Division O The Quality Bond Division]
An election, if any, of one or more of the Type B Investment Divisions by the
Contract Holder must include, at minimum, the Money Market Division.
SECTION 1.22 MARKET VALUE ADJUSTMENT
(1) The term "Market Value Adjustment" means the greater of (a) zero, and (b)
a percentage representing the amount described in (i) divided by the
amount described in (ii) as follows:
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(i) the sum of all market value adjustments for quarterly generations
in the Guaranteed Interest Division, as determined pursuant to
Paragraph (2) of this Section, with respect to the Employer Plan
as of the effective date of the withdrawal;
(ii) The amount held in the Guaranteed Interest Division with respect
to the Employer Plan as of the effective date of the withdrawal.
(2) For purposes of such calculation, the Guaranteed Interest Division will
be deemed to consist of a series of quarterly generations, one for each
calendar quarter in which the Employer Plan participated in the
Guaranteed Interest Division.
The market value adjustment for each such quarterly generation is the
product of (a), (b) and (c) as follows:
(a) The amount of the Employer Plan's net cash flow in the given
quarterly generation as of the effective date of the withdrawal;
(b) The rate equal to (i) minus (ii) as follows:
(i) The interest rate, as of the applicable Calculation Date,
for a five-year Treasury bond;
(ii) The average interest rate, during the calendar quarter in
which such quarterly generation was first established, for
five-year Treasury bonds, subject to the following
provisions of this Section;
(c) The fraction equal to the number of calendar days from the
effective date of the withdrawal which occasioned this
calculation to the maturity date for the given quarterly
generation over 365. Such maturity date will be the quinquennial
anniversary of the first Business Day of the given quarterly
generation.
(3) The average interest rate to be used for purposes of Paragraph
(2)(b)(ii) above with respect to a given quarterly generation whose
first Business Day was more than five years before the Calculation Date
will be determined as follows: such rate will be the average interest
rate for the most recent calendar quarter whose first Business Day was
a quinquennial anniversary of the first Business Day of the given
quarterly generation.
(4) The Employer Plan's net cash flow in a given quarterly generation is
the sum of all allocations and transfers to, minus all withdrawals,
deductions and transfers from the Guaranteed Interest Division with
respect to such quarterly generation. Equitable may, to the extent that
any such data is unavailable on the Calculation Date, estimate the
applicable amount on the basis of appropriate historical data.
(5) The interest rate on a five-year Treasury bond will be determined by
using the applicable rate of interest (on an annual effective yield
basis) specified in the United States Treasury Department's Constant
Maturity Series for that date. If the interest rate associated with a
five-year Treasury bond is not available in that series, the rate will
be determined by linear interpolation between the next lower and next
higher available maturities. The source for the United States Treasury
Department's Constant Maturity Series will be the Federal Reserve
Statistical Release F.15 Bulletin. If for any reason this series is not
available, the interest rate will be based on a comparable series.
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SECTION 1.23 MINIMUM GUARANTEED RATE. The term "Minimum Guaranteed Rate" means,
with respect to the Guaranteed Interest Division, an effective annual minimum
rate of interest equal to 3%.
SECTION 1.24 NET INVESTMENT FACTOR. The term "Net Investment Factor" means, with
respect to each Investment Division of the Separate Account for a Valuation
Period, the amount described in the following Clause (a) divided by the amount
described in the following Clause (b), minus the amount described in the
following Clause (c), where:
(a) is the net asset value of the shares of the designated trust or
investment company that belong to the Investment Division at the end of
the Valuation Period (including the per share amount of any dividend or
capital gain distribution paid to the Investment Division in the current
Valuation Period), before giving effect to any amounts allocated to or
withdrawn from the Investment Division for the Valuation Period, but
after any amounts charged against the Investment Division in the
Valuation Period for taxes;
(b) is the net asset value of the shares of the designated trust or
investment company that belonged to the Investment Division at the end of
the preceding Valuation Period, after giving effect to any amounts
allocated to or withdrawn from the Investment Division for that Valuation
Period; and
(c) is the daily asset charge for expenses of the Investment Division in
accordance with Section 2.10, Paragraph (3), times the number of calendar
days in the Valuation Period.
The net asset value of the shares of a designated trust or investment company
held by an Investment Division will be the value reported to Equitable by that
trust or investment company. Such net asset value is after deduction for
investment advisory fees and direct operating expenses of the designated trust
or investment company.
SECTION 1.25 PARTICIPANT. The term "Participant" means an individual whom the
Contract Holder has reported to Equitable as a participant under the Employer
Plan and who has been enrolled by Equitable under this Contract. Participants
may include employees of Aurora Health Care, Inc. or any of its subsidiaries or
affiliates that meet the requirements of Code Section Care, Inc. or any of its
subsidiaries or affiliates that meet the requirements of Code Section 501(c)(3).
SECTION 1.26 PROCESSING OFFICE. The term "Processing Office" means Momentum
Administrative Service, P.O. Box 2919, New York, N.Y. 10116, or such other
location as equitable shall designate by at least 90 days' advance written
notice to the Contract Holder.
SECTION 1.27 RETIREMENT ACCOUNT VALUE. The term "Retirement Account Value" means
the sum of the amounts held with respect to a Participant in the Guaranteed
Interest Division and in the Investment Divisions.
SECTION 1.28 SEPARATE ACCOUNT. The term "Separate Account" means pooled Separate
Account A, as described in Section 2.03, which is (a) maintained by Equitable in
accordance with the laws of New York State, and (b) registered with the
Securities and Exchange Commission under the Investment Company Act of 1940 as a
unit investment trust, a type of investment company.
SECTION 1.29 SOURCE. The term "Source" means any of the following sources of
Contributions under the Employer Plan, as determined by the Employer and
reported to Equitable in conjunction with Contributions remitted pursuant to
Section 2.01:
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(a) Salary Deferral Contributions: Contributions to the Employer Plan made
by a Participant pursuant to a salary reduction agreement in accordance
with the requirements of Section 403(b) of the Code and applicable
Treasury regulations.
(b) Prior Plan Contributions: Amounts transferred or rolled-over to this
Contract from any other tax sheltered annuity contract which meets the
requirements of Code Section 403(b)(1) and/or from any custodial
account which meets the requirements of Code Section 403(b)(7) for
Participants of the Employer Plan.
SECTION 1.30 TERMINATED PLAN NOTICE. The term "Terminated Plan Notice" means an
advance written notice which the Contract Holder has, in accordance with Section
4.09, provided to Equitable that the Employer Plan is being terminated, in whole
or in part, in accordance with applicable law.
SECTION 1.31 TERMINATED PLAN PARTICIPANT. The term "Terminated Plan Participant"
means a Participant who, as reported to Equitable by the Contract Holder in
accordance with Section 4.09, is included in a termination or partial
termination of the Employer Plan.
SECTION 1.32 TRANSACTION DATE. The term "Transaction Date" means (a) the
Business Day on which Equitable receives a Contribution or an acceptable request
for a transaction at its Processing Office, or (b) the Business Day coinciding
with or next following the date specified in the request, if later; provided
with respect to Clause (a) immediately above, however, that if such Contribution
or request reaches the Processing Office on other than a Business Day, or after
the close of the Business Day, the Transaction Date will be the next following
Business Day.
SECTION 1.33 VALUATION PERIOD. The term "Valuation Period" means, with respect
to each Investment Division of the Separate Account, each Business Day together
with any consecutive non-Business Days immediately preceding such Business Day.
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PART II - RETIREMENT ACCOUNT VALUE
SECTION 2.01 CONTRIBUTIONS. The Contract Holder will remit as Contributions
hereunder all amounts maintained with respect to the Employer Plan and all
amounts directed thereto as contributions, unless Equitable agrees otherwise in
writing, or unless, and to the extent that, such remittance is to cease in
accordance with the provisions of this Contract.
The Contract Holder will specify the Participant with respect to whom each such
Contribution is being remitted, the Source to which such Contribution relates,
and the allocation by Source of such Contribution among the Divisions.
Equitable reserves the right to discontinue acceptance of Contributions under
this Contract with respect to the Employer Plan by giving 120 days' advance
written notice to the Contract Holder.
SECTION 2.02 TRANSFERS OF UNALLOCATED AMOUNTS. Anything in this Contract to the
contrary notwithstanding, if amounts are being transferred for the Participants
of the Employer Plan, on or after the Contract Date, to this Contract from
another funding vehicle that meets the requirements of Code Section 403(b), if
the Contract Holder advises Equitable that it cannot provide Equitable on or
before the date of such transfer with the corresponding Participant-level
information normally required pursuant to this Contract, such transferred
amounts may be remitted as Contributions hereunder on an unallocated basis to
the Divisions, subject to Equitable's rules. While such assets remain
unallocated, Equitable will (a) treat such amounts as one Retirement Account
Value, with the Contract Holder as sole Participant, and (b) rely fully upon the
advice of the Contract Holder for any Participant-level information required to
process transactions hereunder.
If the Contract Holder transfers amounts on an unallocated basis to this
Contract, it will provide Participant-level information as soon thereafter as is
practicable.
SECTION 2.03 THE SEPARATE ACCOUNT. Realized and unrealized gains and losses from
the assets of the Separate Account are credited or charged against it without
regard to Equitable's other income, gains or losses. Assets are allocated to the
Separate Account to support this Contract and other contracts.
The assets of the Separate Account are the property of Equitable. The portion of
its assets equal to the reserves and other contract liabilities with respect to
the Separate Account will not by chargeable with liabilities arising out of any
other business Equitable conducts. Equitable may transfer assets of an
Investment Division in excess of the reserves and other liabilities with respect
to such Investment Division to another Investment Division or to Equitable's
General Account.
The Separate Account consists of the Investment Divisions. Each Investment
Division may invest its assets in a separate class (or series) of shares of a
designated trust or investment company where each class (or series) represents a
separate portfolio in the trust or investment company.
Equitable will value the assets of each Investment Division on each Business
Day. Equitable may, at its discretion, invest the assets of an Investment
Division in any investment permitted by applicable law. Equitable may rely
conclusively on the opinion of counsel (including attorneys in its employ) as to
what investments it is permitted by law to make.
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On any date when an amount is allocated to or withdrawn, deducted, or
transferred from an Investment Division with respect to a Participant, the
Retirement Account Value will be credited or charged, as the case may be, with
the number of Accumulation Units determined by dividing said amount by the
Accumulation Unit Value for the appropriate Investment Division for the
Valuation Period which includes that date. The number of Accumulation Units with
respect to a Participant in an Investment Division on any date is equal to (a)
the sum of all Accumulation Units that have been allocated to that Division with
respect to that Participant, minus (b) the sum of all Accumulation Units that
have been withdrawn, deducted, or transferred from that Investment Division with
respect to that Participant. The amount with respect to a Participant in an
Investment Division on any date is equal to (a) the number of Accumulation Units
with respect to that Participant in the Investment Division on that date,
multiplied by (b) the Accumulation Unit Value for the Investment Division for
the Valuation Period which includes that date.
SECTION 2.04 GUARANTEED INTEREST DIVISION. Any amount allocated or transferred
to the Guaranteed Interest Division becomes part of the general assets of
Equitable, which support the guarantees of this Contract and other contracts.
The amount with respect to a Participant in the Guaranteed Interest Division at
any time is equal to (a) the sum of all amounts that have been allocated or
transferred to the Guaranteed Interest Division with respect to that
Participant, minus (b) the sum of all amounts that have been withdrawn,
deducted, or transferred from the Guaranteed Interest Division with respect to
that Participant.
Interest, on the basis of the applicable Guaranteed Interest Rate, accrues with
respect to the Guaranteed Interest Division daily.
The Guaranteed Interest Division is maintained under this Contract for the
Employer Plan subject to the following conditions:
(a) With respect to the investment option of the Employer Plan that is
funded under the Guaranteed Interest Division, to the extent that the
Employer Plan provides that allocations to, and transfers to and from,
such option are to be made solely at the discretion of the individuals
covered by the Employer Plan, such allocations and transfers shall be
made without any direction or influence from the Contract Holder.
Equitable is to be given at least 60 days advance written notice by the
Contract Holder of any noncompliance with this condition.
(b) The Contract Holder is to provide Equitable with any amendment to the
Employer Plan or its investment policy, any communication by the
Contract Holder to the individuals covered by the Employer Plan
concerning the Guaranteed Interest Division or the investment option of
the Employer Plan to which it relates, or any change in the manner in
which the Employer Plan is administered with respect thereto. Any such
document is to be provided to Equitable at least 60 days before its
effective date and the Contract Holder will not use such document or
make such change if Equitable objects in a written notice to the
Contract Holder before such effective date. Equitable may also request,
and the Contract Holder shall thereupon provide, any other information
that Equitable reasonably determines would bear upon the flow of funds
to and from the Guaranteed Interest Division.
If any of the foregoing conditions are not complied with, if the Contract Holder
fails to remit Contributions in accordance with Section 2.01, or if Equitable
determines that an amendment to the Employer Plan, its investment policy, or any
change in the manner in which the Employer Plan is administered would materially
and adversely affect the flow of funds to or from the Guaranteed Interest
Division, then Equitable will have the right to:
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(a) decline further requests for transfers to or from the Guaranteed
Interest Division; and/or
(b) deem the Contract Holder to have terminated the Employer Plan's
participation under this Contract and requested Equitable to make
payment in accordance with Section 2.07, Paragraph (4).
SECTION 2.05 ALLOCATION OF CONTRIBUTIONS TO DIVISIONS. Each Contribution
remitted with respect to a Participant will, after deduction of any applicable
charge for taxes, be allocated by Source to one or more of the Divisions as of
the Transaction Date. The percentage to be allocated to each Division is to be a
whole number and the aggregate percentage is to be 100%.
Allocation instructions will be determined pursuant to the Employer Plan and
reported to Equitable in writing by the Contract Holder subject to the following
paragraph. Each initial Contribution with respect to a Participant is to be
preceded or accompanied by such allocation instructions. Such instructions will
be retained on file by Equitable unless and until duly changed. Each subsequent
Contribution with respect to the Participant will be allocated in accordance
with the most recent allocation instructions received with respect to the
Participant. The Contract Holder may file revised allocation instructions at any
time with respect to a Participant and such revised instructions will apply to
all transactions occurring on or after the date the revised instructions are
received in the Processing Office.
The Contract Holder may, if the Employer Plan permits, arrange with Equitable to
have Participants provide such instructions directly to Equitable.
SECTION 2.06 TRANSFERS AMONG DIVISIONS. The Contract Holder, upon request to
Equitable in accordance with the Employer Plan, may transfer, with respect to
any Source, amounts held for the Participant in a Division to one or more of the
other Divisions in accordance with the following rules:
(a) Amounts in the Investment Divisions and, subject to the immediately
following Clauses (b), (c) and (d), in the Guaranteed Interest
Division, may be transferred among such Divisions.
(b) If the Investment Divisions applicable with respect to the Employer
Plan include any of the Type B Investment Divisions, then the maximum
amount that may be transferred to any or all Investment Divisions with
respect to a Participant from the Guaranteed Interest Division in any
period consisting of the current and three immediately preceding
calendar quarters ("Transfer Period") will be the amount defined in (i)
below or, if both (i) and(ii) below are applicable to such Participant,
the greater of the amount defined in (i) or (ii) below:
(i) In the case of a Participant for whom either (A) a balance
was held in the Guaranteed Interest Division under this
Contract as of the last day of the calendar year immediately
preceding the current calendar quarter, or (B) amounts were
transferred with respect to the Participant from the
Guaranteed Interest Division under this Contract to any or
all of the Investment Divisions in such preceding calendar
year, such maximum for the applicable Transfer Period will be
an amount equal to the greater of 25% of such year end
balance, or the aggregate amount so transferred;
(ii) In the case of a Participant for whom an amount was allocated
to the Guaranteed Interest Division in consequence of a mass
transfer of Employer Plan funds from another funding vehicle,
such maximum for the Transfer Period in which such allocation
occurred will be an amount equal to 25% of the balance held
in the Guaranteed Interest Division with respect to the
Participant as of the date of such allocation.
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(c) No transfers may be made with respect to the Participant between the
Guaranteed Interest Division and the Investment Divisions.
(i) on and after the date as of which Equitable receives a
request for withdrawal from the Guaranteed Interest Division
pursuant to Section 2.07, Paragraph (4) in connection with a
termination of the Employer Plan participation under this
Contract;
(ii) in the case of a Terminated Plan Participant, on and after
the date as of which the Terminated Plan Notice is received
by Equitable and before a period of 90 days has elapsed,
except that transfers already being made under any automatic
transfer option available from Equitable will be continued
during such period.
(d) After the end of the 90-day period described in Clause (c)(iii) of this
Section, if the Type B Investment Divisions had not been elected with
respect to the Employer Plan, the maximum amount that may be
transferred to any or all Investment Divisions with respect to a
Participant from the Guaranteed Interest Division in any period
consisting of the current and three immediately preceding calendar
quarters will be an amount equal to 25% of the balance, if any, that
was held in the Guaranteed Interest Division under this Contract as of
the last day of the aforementioned 90-day period.
Interest transferred from the Guaranteed Interest Division under any automatic
transfer option available from Equitable that transfers only interest will not
be counted in Equitable's determination of either the 25% maximum or the
preceding year's aggregate transfer, as referred to in this Section 2.06.
Transfers will be made as of the applicable Transaction Date, and will be
subject to Equitable's rules in effect at the time of transfer. Requests for
transfer must specify as to Source and must be in writing, subject to the
following paragraph.
The Contract Holder may, if the Employer Plan permits, arrange with Equitable to
have Participants make such transfer requests directly to Equitable.
SECTION 2.07 WITHDRAWAL AND TERMINATION
(1) If the Contract Holder requests a partial withdrawal from the Divisions
with respect to a Participant, Equitable will, subject to Paragraph (3)
of this Section, pay as of the applicable Transaction Date the lesser
of (a) the Retirement Account Value minus any Contingent Withdrawal
Charge, or (b) the amount of partial withdrawal requested. The amount
to be paid plus any Contingent Withdrawal Charge applicable pursuant to
Section 2.10 will be withdrawn from the amounts held with respect to
the Participant in the Divisions.
(2) If the Contract Holder requests a full withdrawal with respect to a
Participant, Equitable will, subject to Paragraph (3) of this Section,
withdraw the amount held in the Divisions with respect to the
Participant and pay an amount equal to the Retirement Account Value
minus any Contingent Withdrawal Charge as of the applicable Transaction
Date.
(3) If a Terminated Plan Notice has been received, any withdrawal from the
Guaranteed Interest Division that is requested by the Contract Holder
on behalf of a Terminated Plan Participant or beneficiary of such
Participant, other than one that is in connection with a Benefit
Distribution covered by Clauses (a), (b), or (c) of Section 1.06, will
be made in accordance with this Paragraph (3) in lieu of the preceding
provisions of this Section 2.07. Equitable will accept requests for
such withdrawals only after 90 days has elapsed since Equitable's
receipt of the Terminated Plan Notice. In accordance with whichever of
the following provisions applies, payment of the requested withdrawal
will commence, or will be made, within 30 days
No. 1033-95-TSA AC (0000) Page 13
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of the later of (a) receipt of such request at Equitable's Processing
Office, or (b) the end of the aforementioned 90-day period.
Equitable will, subject to the following provisions, pay such
withdrawal in annual installments over a period not to exceed 59
months, as described in Paragraph (7) of this Section, and without a
Market Value Adjustment or Contingent Withdrawal Charge.
If, during such installment period, the Contract Holder reports to
Equitable that all or part of the balance of such installments are to
be paid in connection with a Benefit Distribution covered by Clauses
(a), (b), or (c) of Section 1.06, Equitable will pay in a single sum
the amount requested.
Equitable reserves the right to pay such withdrawal in a single sum in
lieu of such annual installments. Such single sum will be equal to the
lesser of (a) the Cash Value, or (b) the amount of withdrawal
requested; provided, however, if a Market Value Adjustment is
applicable to such withdrawal in accordance with Paragraph (5) of
Section 2.10, that such Market Value Adjustment will not exceed 7% and
will not result in such single sum payment being less than the sum of
(a) all amounts, other than interest, allocated or transferred to the
Guaranteed Interest Division with respect to the Participant and not
subsequently withdrawn, transferred or deducted therefrom, and (b)
interest on such amounts, accrued at the Minimum Guaranteed Rate.
Any amount to be paid pursuant to this Paragraph (3) plus, if
applicable, any Contingent Withdrawal Charge or Market Value Adjustment
will be withdrawn from the amounts held with respect to the Participant
in the Guaranteed Interest Division.
(4) If the Contract Holder terminates the Employer Plan's participation
under this Contract in whole or in part, Equitable (a) will, if the
Contract Holder so requests, pay the aggregate of all amounts then held
in the Investment Divisions with respect to the Employer Plan, minus
any applicable Contingent Withdrawal Charges, and (b) may, unless
Paragraph (5) of this Section is applicable, pay in accordance with the
following rules, the aggregate of all amounts then held in the
Guaranteed Interest Division with respect to the Employer Plan:
(i) The amounts in the Guaranteed Interest Division will be paid in
annual installments over a period not to exceed 59 months, as
described in Paragraph (7) of this Section.
(ii) No Contingent Withdrawal Charge or Market Value Adjustment will
be applicable with respect to the installments so paid.
(iii) Equitable will have the right to discontinue maintenance of
Participant-level Retirement Account Values under this Contract
and, in lieu thereof, to (A) treat all amounts remaining in the
Divisions as a single Retirement Account Value, with the
Contract Holder as sole Participant and (B) rely fully upon the
advice of the Contract Holder for any Participant-level
information required to process transactions hereunder,
including but not limited to the payment of death benefits.
(iv) On and after Equitable's receipt of the Contract Holder's
request for payment, no other withdrawals from, and no transfers
to or from the Guaranteed Interest Division will be made except
in conjunction with Benefit Distributions covered under Clauses
(a), (b), and (c) of Section 1.06, subject to Clause (vi)
following.
(v) The amount of any withdrawal for a Benefit Distribution while
such installments are in progress will be the amount required
therefor, minus any amount then held in another funding vehicle
with respect to the Employer Plan.
No. 1033-95-TSA AC (0000) Page 14
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(vi) On and after the Contract Holder's request for termination of
the Employer Plan's participation under this Contract, no
further Contributions may be made to the Guaranteed Interest
Division with respect to the Employer Plan.
(vi) Any amount that, pursuant to the provisions of this Contract,
would be allocated to the Guaranteed Interest Division pursuant
to Section 2.08 but for the foregoing limitations will, instead,
be allocated to the Money Market Division unless the Contract
Holder instructs Equitable, by advance written notice and
subject to such limitations, to do otherwise.
(5) If the aggregate amount held in the Guaranteed Interest Division with
respect to the Employer Plan would be payable in annual installments
pursuant to Paragraph (4) of this Section, Equitable will, at the
option of the Employer and in lieu of such installments, pay such
amount in a single sum, minus any applicable Contingent Withdrawal
Charge or Market Value Adjustment, provided such Market Value
Adjustment will not exceed 7% and will not result in such single sum
payment being less than the sum of (a) all amounts, other than
interest, allocated or transferred to the Guaranteed Interest Division
with respect to the Participant and not subsequently withdrawn,
transferred to deducted therefrom, and (b) interest on such amounts,
accrued at the Minimum Guaranteed Rate.
(6) If the Employer Plan is not a Qualified Plan and Equitable exercises
its right to terminate the Employer Plan's participation under this
Contract pursuant to Clause (ii) of the second paragraph of Section
4.09, Equitable will pay the amounts held in the Divisions with respect
to the Employer Plan as if the Contract Holder had terminated the
Employer Plan's participation under this Contract in accordance with
Paragraph (4) of this Section 2.07.
(7) Any installments to be paid pursuant to Paragraphs (3) or (4) of this
Section will be made in accordance with the following:
(a) The first such installment will be paid on a Business Day that
is not more than a maximum number of days after receipt at
Equitable's Processing Office of the applicable request for
payment. Such maximum will be 30 days with respect to Paragraph
(3), and 7 days with respect to Paragraph (4).
(b) Each of the next four annual installments will be paid,
respectively, on the first Business Day on or after each
anniversary of the first installment.
(c) The final installment will be paid on the first Business Day of
the 59th calendar month following the month in which the first
installment was paid.
(d) Each such installment will be equal to the amount then in the
Guaranteed Interest Division divided by the number of remaining
installments, including the one then due.
(8) Any amount payable pursuant to the preceding paragraphs of this Section
will be paid to the Participants or otherwise paid as may be agreed
upon in writing between the Contract Holder and Equitable. Any payment
by Equitable pursuant to this Section 2.07 will fully discharge
Equitable from all liability with respect to the amount paid.
(9) Any withdrawal described in this Section 2.07 is subject to the terms
of section 2.11. In addition, a withdrawal (other than a withdrawal by
the Contract Holder after the Plan has terminated or after the Plan's
participation with this Contract has terminated) is permitted in order
to provide a transfer to another program established under Section
403(b) of the Code with another insurance company or custodian
(pursuant to Revenue Ruling 90-24, or
No. 1033-95-TSA AC (0000) Page 15
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any successor Ruling thereto) or an exchange for another contract or
certificate issued by another insurance company (pursuant to Section
1035 of the Code), before the Participant has become eligible to
receive a Benefit Distribution described in clause (a), (b), or (c) of
Section 1.06.
SECTION 2.08 DEATH BENEFITS. Upon Equitable's receipt of evidence satisfactory
to it of the death of a Participant, a death benefit will be payable to the
beneficiary designated in accordance with Section 4.06. Such death benefit will
be equal to the Retirement Account Value as of the applicable Transaction Date.
The beneficiary or beneficiaries with respect to such death benefit may elect
any of the following methods of disposition, subject to the requirements of law
and Equitable's rules then in effect:
(a) to receive the death benefit in a single sum;
(b) to apply the death benefit to the purchase of an Annuity Benefit in a form
then offered by Equitable.
(c) to apply the death benefit to provide any other form of benefit the
offered by Equitable; or
(d) to apply the death benefit to an account or accounts under this Contract
maintained for the benefit of such beneficiary or beneficiaries.
Unless Equitable receives suitable written instructions to the contrary from the
Contract Holder or such beneficiary or beneficiaries on the date on which it
receives due proof of the death of the Participant, any amounts then held with
respect to the Participant in certain Divisions will be transferred to one
Division as described below, and the entire Retirement Account Value will be
held therein pending disposition of the death benefit in accordance with the
immediately preceding paragraph.
Such transfer will be (a) of any amounts not then in the Money Market Division
to such Division if such Division is then applicable under this Contract to the
Employer Plan, and (b) in any other case, of any amounts not then in the
Guaranteed Interest Division to the Guaranteed Interest Division.
Equitable will pay or apply a death benefit in accordance with the election
described in the second paragraph of this Section. Upon such disposition in
accordance with Clauses (a), (b), or (c) of such paragraph, the amount held in
the Divisions with respect to the Participant and the Retirement Account Value
will be zero. Equitable will thereupon be released from any and all liability
for payment with respect to the Retirement Account Value.
Any beneficiary who elects to dispose of the death benefit by having it applied
to an account in accordance with Clause (d) of the second paragraph of this
Section, will be subject to the following:
(a) The beneficiary will be entitled to defer distribution of the account to
the extent permitted by the Employer Plan and applicable law.
(b) The value of the account will be determined at the time of distribution to
the beneficiary and, depending upon investment gains or losses, may be
worth more or less than the initial value of the account.
(c) If the beneficiary dies before taking full distribution of the account, a
death benefit will be determined with respect to the account as though
such beneficiary were a Participant.
No. 1033-95-TSA AC (0000) Page 16
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(d) Such account may be allocated to, and transferred among, the Divisions in
accordance with the provisions of this Contract as applicable to
Retirement Account Values with respect to Participants.
SECTION 2.09 EMPLOYER PLAN LOANS TO PARTICIPANTS. The Contract Holder may, if
the Employer Plan is not a Terminated Plan or its assets are not being paid out
in accordance with Section 2.07, Paragraph (4), provide Employer Plan loans to
Participants in accordance with the loan provisions, if any, of the Employer
Plan, subject to applicable laws and regulations, and may request Equitable to
provide recordkeeping services with respect to such Employer Plan loans in
accordance with the following:
(a) Before the Transaction Date on which an Employer Plan loan is to become
effective ("Plan Loan Effective Date") the Contract Holder is to provide
Equitable with a signed Employer Plan loan agreement, in a form
satisfactory to Equitable, setting forth all applicable terms and
conditions f the Employer Plan loan. Such agreement is to be signed by the
Contract Holder and the Participant.
(b) There is no more than one Active Loan for a given Participant at one time.
(c) The minimum amount of withdrawal for each loan will be the minimum for
loans under the Employer Plan but in no event shall the minimum be less
than $1,000.
(d) The maximum amount of each withdrawal for an Employer Plan loan will be
the maximum amount described under Section 72(p) of the Code.
(e) The rate of interest applicable to each Employer Plan loan is a fixed rate
for the full term of the loan, as determined by the Contract Holder in
accordance with the Employer Plan.
(f) A one-time set-up fee and a periodic recordkeeping fee will be applicable
to each Employer Plan loan in accordance with Section 2.10, Paragraph (7).
(g) The amount of an Employer Plan loan withdrawal will be withdrawn from the
amounts held in the Divisions with respect to the Participant as of the
Transaction Date in accordance with the instructions submitted for
purposes of such Employer Plan loan withdrawal by the Contract Holder.
(h) The Employer Plan loan must by its terms be repayable within a term as
specified in the Code and in the Employer Plan with respect to such plan
loans.
(i) The "Plan Loan Repayment Date" will be each of a series of dates to be
designated in an Employer Plan loan amortization schedule included in the
Employer Plan loan agreement referred to in Clause (a) above.
(j) Employer Plan loan repayments are to be remitted to Equitable by the
Contract Holder as of each Plan Loan Repayment Date of an Active Loan,
with each such payment at least equal to the amount required, as specified
in the amortization schedule as of the Plan Loan Effective Date.
(k) Additional Employer Plan loan repayments may be made at any time. The
Employer Plan loan, including the full amount of interest due thereon,
may, if the Employer Plan so provides, be repaid in full at any time.
(l) Employer Plan loan repayments with respect to a Participant will be
allocated to the Participant's Retirement Account Value by Equitable
either (A) to the Divisions on the basis
No. 1033-95-TSA AC (0000) Page 17
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of the instructions submitted for withdrawal of such Employer Plan loan
amounts pursuant to Clause (g) of this Section, or (B) if the Participant
so elects and if such Division is applicable under this Contract to the
Employer Plan, entirely to the Guaranteed Interest Division.
(m) The Employer Plan loan will be deemed in default if (i) the full amount of
any loan repayment is not received by Equitable within 90 days of the
applicable Plan Loan Repayment Date, (ii) the Participant's participation
under this Contract with respect to the Employer Plan is terminated, or
(iii) the Participant dies.
SECTION 2.10 FEES AND CHARGES
(1) As of the last Business Day of each calendar quarter as of which the sum
of the Retirement Account Value and any Active Loan with respect to the
Participant is less than $25,000, an administrative fee will be deducted
by Equitable from the amounts held in the Divisions with respect to the
Participant. Such fee will be equal to $7.50 or, if less, 0.50% of the sum
of (a) the Participant's Retirement Account Value, and (b) any Active
Loans with respect to the Participant. With respect to individuals who
become Participants hereunder on or before the Contract Date, however,
such administrative fee will be appropriately prorated for the calendar
quarter in which such Contract Date occurred. Any amount remitted by the
Contract Holder toward such fee will correspondingly reduce such
deduction.
(2) As of the first Business Day of each calendar year, a plan recordkeeping
fee of $300 will be payable with respect to the Employer Plan. Such fee
will be appropriately prorated for the calendar year in which the Contract
Date occurred. To the extent that the Contract Holder does not pay such
fee directly to Equitable, it will be deemed to have instructed Equitable
to deduct such fee from the amounts held in the Divisions with respect to
the Participants.
(3) The assets of the Investment Division attributable to this Contract will
be subject to a daily asset charge for mortality risk, expenses and
expense risk. Such charge will be applied after any deductions to provide
for taxes and will be at a rate not to exceed a guaranteed maximum annual
rate of 1.35%. Equitable reserves the right to charge less on a current
basis. The charge will be made in accordance with Clause (c) of the
definition of Net Investment Factor in Section 1.24.
(4) Any withdrawal pursuant to Section 2.07 during the first two Contract
Years with respect to the Employer Plan will, except as otherwise provided
in Paragraphs (5) and (6) of this Section 2.10, be subject to a Contingent
Withdrawal Charge.
(5) Any withdrawal from the Guaranteed Interest Division pursuant to
Paragraphs (3) or (5) of Section 2.07 with respect to a Terminated Plan
Participant will, except as otherwise provided in Paragraph (6) of this
Section 2.10, be subject to a Market Value Adjustment if either
(a) no Contingent Withdrawal Charge is applicable to such withdrawal; or
(b) the Contingent Withdrawal Charge that is applicable is less than the
Market Value Adjustment. In such event the Market Value Adjustment will
apply in lieu of the Contingent Withdrawal Charge.
(6) No Contingent Withdrawal Charge or Market Value Adjustment will be applied
in connection with the following:
(a) withdrawals paid in annual installments pursuant to Paragraphs (3) or
(4) of Section 2.07;
No. 1033-95-TSA AC (0000) Page 18
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(b) amounts withdrawn after the completion of the first two Contract Years
to provide a transfer to another program or an exchange for another
contract or certificate, pursuant to Clause (9) of Section 2.07, if
Equitable has agreed pursuant to Section 2.01 to permit Plan
contributions to be directed to another funding vehicle;
(c) amounts withdrawn or applied with respect to a Participant for
purposes of a Benefit Distribution, or for purposes of compliance with
any qualified domestic relations order, as defined in Section 414(p)
of the Code; provided, however, that in connection with Paragraphs (3)
and (4) of Section 2.07, such Benefit Distribution will include only
Benefit Distributions covered by Clauses (a), (b), or (c) of Section
1.06;
(d) contributions which are "excess aggregate contributions" as such term
is defined in Section 401(m)(6)(B) of the Code, including the income
thereon, and less any loss allocable thereto, provided the withdrawal
is made no later than the end of the plan year under the Employer Plan
following the plan year in which such excess aggregate contributions
were made;
(e) amounts which are "excess deferrals" as such term is defined in
Section 402(g)(2) of the Code, including income thereon, and less any
loss allocable thereto, provided the withdrawal is made no later than
April 15 following the calendar year in which such excess deferrals
were made;
(f) contributions which are remitted by the Contract Holder due to mistake
of fact made in good faith, provided such Contributions, less any loss
allocable thereto, are refunded to the Contract Holder within 12
months from the date such Contributions were made and no earnings
attributable to such Contributions are included in such repayment;
(g) contributions which are in excess of a Participant's exclusion
allowance as defined in section 403(b)(2) of the Code and applicable
Treasury regulations thereunder.
The amounts described in said Clauses (b) through (g) will be as
determined by the Contract Holder and reported to Equitable.
Equitable also reserves the right to waive the Contingent Withdrawal
Charge in connection with such other transactions under this Contract as
it shall determine, provided that any such waiver will be applied on a
uniform and nondiscriminatory basis.
(7) An Employer Plan loan set-up fee of $25 is applicable as of the Plan Loan
Effective Date of each Active Loan, and an Employer Plan loan
recordkeeping fee of $6 is applicable as of the last Business Day of each
calendar quarter with respect to each Active Loan. Such fees will be
deducted by Equitable from the amounts held in the Divisions with respect
to the Participant. Any amount remitted by the Contract Holder toward such
fees will correspondingly reduce such deduction.
(8) Any charge for taxes which Equitable pays in conjunction with a withdrawal
pursuant to Section 2.07 will be deducted as of the applicable Transaction
Date from the amounts held in the Divisions with respect to the
Participant. if Equitable has deducted such charge from the Contributions
being withdrawn before they were allocated to the Divisions pursuant to
Section 2.05, Equitable will not again deduct charges from such
Contributions for the same taxes. If, however, taxes are later imposed
upon Equitable when such a withdrawal is made, Equitable reserves the
right to make an additional deduction for such taxes.
No. 1033-95-TSA AC (0000) Page 19
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(9) If, pursuant to a written agreement between the Employer and Equitable,
Equitable is to perform services which involve expenses not covered by the
fees and charges described above, such services and the additional fees
for such services will be described in such agreement. Such services may
include, but will not be limited to, processing direct transfers to a
third party or other funding vehicle, checkwriting services, and tax
reporting services.
SECTION 2.11 RESTRICTIONS ON DISTRIBUTIONS. Anything in this Contract to the
contrary notwithstanding, the Contract Holder will not request a withdrawal
pursuant to Section 2.07 for a Participant if such withdrawal would be in
violation of the limits provided in Section 403(b)(11) of the Code and in this
Section 2.11 with respect to amounts attributable to Salary Deferral
Contributions made after December 31, 1988 to this Contract or to any prior
annuity contract that meets the requirements of Section 403(b)(1) of the Code
and from which cash values were transferred or rolled over to this Contract, and
earnings credited after such date on Salary Deferral Contributions made before,
on or after such date (collectively, "Restricted Amounts"). In addition, the
Contract Holder will not request a withdrawal that would result in the violation
of the limits provided in Section 403(b)(7) of the Code with respect to amounts
transferred or rolled over to this Contract which previously were invested from
a custodial account that meets the requirements of such Section 403(b)(7).
Withdrawals of Restricted Amounts with respect to a Participant may not be made
until the Participant attains age 59 1/2, separates from service with the
Employer, dies, or becomes disabled (within the meaning of Section 72(m)(7)) of
the Code). Distributions of Salary Deferral Contributions made after December
31, 1988 (but not any earnings credited after such date on Salary Deferral
Contributions made before, on or after such date) may also be made in the case
of hardship (within the meaning of Sections 403(b)(11) and 403(b)(3) of the Code
and applicable Treasury regulations). A request by the Contract Holder on behalf
of a Participant for a withdrawal of Restricted Amounts on the grounds of
disability or hardship must be accompanied by evidence satisfactory to Equitable
of such condition or circumstance.
SECTION 2.12 REQUIRED DISTRIBUTIONS. The Contract Holder will be responsible for
requesting the distributions under the Employer Plan required by this Section
2.12. Distributions of Prior Plan Contributions (as defined in Section 1.30(b)
attributable to a balance held under a tax sheltered annuity plan as of December
31, 1986, must commence no later than the date the Participant attains age 75.
With respect to all other Contributions, the Participant's entire interest will
be distributed or begin to be distributed, in accordance with Section 401(a)(9)
of the Code and the applicable Treasury regulations thereunder, no later than
the first day of April following the calendar year in which the Participant
attains age 70 1/2 ("Required Beginning Date"). The Participant's entire
interest may be distributed, as the Participant elects under the Employer Plan,
over (a) the Participant's life, or the lives of the Participant and the
Participant's designated beneficiary, or (b) a period certain not extending
beyond the Participant's life expectancy, or the joint and last survivor
expectancy of the Participant and the Participant's designated beneficiary.
Distributions must be made in periodic payments at intervals of no longer than
one year. In addition, payments must be either non-increasing or they may
increase only as provided in Q & A F-3 of Section 1.401(a)(9)-2 of the proposed
Treasury Regulations, or any successor regulation thereto.
All distributions will be made in accordance with the requirements of Section
401(a)(9) of the Code, including the incidental death benefit requirements of
Section 401(a)(9)(G) of the Code, and applicable Treasury Regulations, including
the minimum distribution incidental benefit requirement of Section 1.401
(a)(9)-2 of the Proposed Treasury Regulations, or any successor regulation
thereto.
Notwithstanding the above paragraphs and the following paragraphs of this
Section 2.12, while any distributions will be subject to such requirements of
the Code and regulations, and
No. 1033-95-TSA AC (0000) Page 20
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distribution will also be subject to the terms of the Contract. That is, the
forms of distribution will be those which are made available by Equitable at the
time of the Participant's election under the Employer Plan.
For purposes of determining the "period certain" referred to in the first
paragraph of this Section 2.12, life expectancy is computed by use of the
expected return multiples in Tables V and VI of the Treasury Regulation Section
1.72-9. Unless the Participant otherwise elects prior to the time distributions
are required to begin, those life expectancies will be recalculated annually.
Such life expectancy of the spouse beneficiary may not be recalculated. Instead,
life expectancy will be calculated using the attained age of such beneficiary
during the calendar year in which the Participant attains age 70 1/2, and
payments for subsequent years will be calculated based on such life expectancy
reduced by one for each calendar year which has elapsed since the calendar year
life expectancy was first calculated.
If the Participant dies after distribution of the Participant's interest in the
Contract has begun, the remaining portion of such interest will continue to be
distributed at least as rapidly as under the method of distribution being used
prior to the Participant's death.
If the Participant dies before distribution of the Participant's interest
begins, distribution of the Participant's entire interest will be completed no
later than December 31 of the calendar year containing the fifth anniversary of
the Participant's death, except to the extent that an election is made to
receive death benefit distributions in accordance with (a) or (b) below:
(a) If the Participant's interest is payable to a designated beneficiary, then
the Participant's entire interest may be distributed over the life of, or
over a period certain not greater than the life expectancy of, the
designated beneficiary. Such distributions must commence on or before
December 31 of the calendar year immediately following the calendar year
of the Participant's death.
(b) If the designated beneficiary is the Participant's surviving spouse, the
date that distributions are required to begin in accordance with (a) above
will not be earlier than the later of (i) December 31 of the calendar year
immediately following the calendar year of the Participant's death or (ii)
December 31 of the calendar year in which the Participant would have
attained age 70 1/2.
For purposes of determining the "period certain" referred to in the immediately
preceding paragraph, life expectancy is computed by use of the expected return
multiples in Table V and VI of Treasury Regulation Section 1.72-9. For purposes
of distributions beginning after the Participant's death, unless otherwise
selected by the surviving spouse by the time distributions are required to
begin, life expectancies will be recalculated annually. Such election will be
irrevocable by the surviving spouse and will apply to all subsequent years. In
the case of any other designated beneficiary, life expectancies will be
calculated using the attained age of such beneficiary during the calendar year
in which distributions are required to begin, pursuant to this Section 2.12, and
payments for any subsequent calendar year will be calculated based on life
expectancy reduced by one for each calendar year which has elapsed since the
calendar year life expectancy was first calculated.
Distributions under this Section 2.12 are considered to have begun if
distributions are made because the Participant has reached the Required
Beginning Date or if, prior to the Required Beginning Date, distributions
irrevocably commence to the Participant over a period permitted and in an
annuity form acceptable under Section 1.401(a)(9)-1 of the Proposed Treasury
Regulations, or any successor regulation thereto.
No. 1033-95-TSA AC (0000) Page 21
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SECTION 2.13 SPECIAL ANNUITY AND SPOUSAL CONSENT PROVISIONS. If the Employer
Plan is subject to Title I of the Employee Retirement Income Security Act of
1974 ("ERISA") then the provisions of this Section will supersede any contrary
provisions in this Contract. The Contract Holder will be responsible for
complying with the requirements of this Section 2.13. If the Participant is
married, such Participant's interest in the Contract will be paid in the form of
a qualified joint and survivor annuity as defined in Section 417(b) of the Code,
and if the Participant is not married, such interest will be paid in the form of
a Life Annuity (as described in Section 3.01), unless he or she elects otherwise
as described in this Section 2.13. If the Participant is married and dies before
payment of such Participant's interest has commenced, such interest will be paid
to his or her surviving spouse in the form of a life annuity unless at the time
of such Participant's death there was a contrary election made pursuant to this
Section 2.13. The foregoing notwithstanding, the surviving spouse may elect,
before payment is to commence, to have payment made in any form permitted under
the terms of this Contract and the Employer Plan.
The Participant may elect in accordance with the Employer Plan and ERISA not to
have such interest paid in the form of a qualified joint or survivor annuity or
Life Annuity as the case may be, in which case it will be paid in any other form
elected under the terms of this Contract and the Employer Plan. If such interest
is to be paid to the spouse upon the Participant's death, the spouse may elect
in accordance with the Employer Plan and ERISA for a beneficiary other than the
spouse to receive payment of the value of the spouse's interest.
Any election described in the foregoing paragraph must be consented to by the
spouse in writing before a notary or a representative of the Employer Plan
unless the Participant can prove that there is no spouse or that the spouse
cannot be located. Also, if the Participant has become legally separated from
the spouse or has been abandoned (within the meaning of local law) and has a
court order to such effect, spousal consent is not required unless a qualified
domestic relations order provides otherwise.
The provisions requiring spousal consent in this Section 2.13 will apply with
regard to a Participant's election to take any in-service withdrawal under the
terms of the Employer Plan and shall also apply to withdrawals for Employer Plan
Loans as described in Section 2.09. A spouse's written consent, witnessed by a
representative of the Employer Plan or a notary public, must be given on a form
acceptable to the Contract Holder, in accordance with the Employer Plan and
ERISA, prior to any such withdrawal or Employer Plan Loan, unless the
Participant can show that there is no spouse or that the spouse cannot be
located.
If the Retirement Account Value applied to provide the spousal benefits on the
date payment is to commence is in the aggregate less than $3,500, the Contract
Holder may choose to make payment in a single sum rather than in the form of a
qualified joint and survivor annuity or Life Annuity as described herein. Upon
any payment made pursuant to this Section 2.13, Equitable will be released from
any and all liability for payment with respect to the Participant's Retirement
Account Value.
No. 1033-95-TSA AC (0000) Page 22
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PART III - ANNUITY BENEFITS
SECTION 3.01 FORM OF ANNUITY BENEFIT. Any Annuity Benefit provided under this
Contract will be payable on the Life Annuity form described in the following
paragraph or, as determined by the Contract Holder in accordance with the terms
of the Employer Plan, on any other annuity form offered by Equitable, subject to
Equitable's rules then in effect and the requirements of applicable law.
The Life Annuity form provides monthly payments to the Participant beginning at
the Annuity Commencement Date and ending with the last monthly payment due
before the death of the Participant.
SECTION 3.02 REPORT FOR ANNUITY BENEFIT. The Contract Holder will report to
Equitable each Participant or other person with respect to whom an Annuity
Benefit is to be provided under this Contract if the amount to be applied to
provide such Annuity Benefit is at least $3,500. Any such report is to be made
before the first payment under such Annuity Benefit. Any such report will be in
the form prescribed by Equitable and will include all pertinent facts and
determinations requested by Equitable. Equitable will be fully protected in
relying on the reports and other information furnished by the Contract Holder,
and need not inquire as to the accuracy or completeness thereof.
SECTION 3.03 APPLICATION TO PROVIDE ANNUITY BENEFIT. As of the date of the first
payment under each such Annuity Benefit to be provided hereunder, an application
will be made to provide such Annuity Benefit. The amount so applied will be
equal to the Retirement Account Value, less any applicable tax on annuity
considerations; provided that the Contract Holder may report, in accordance with
Section 3.02, that only a portion of the given amount is to be used for such
Annuity Benefit.
If Equitable has deducted charges for applicable tax from the Contributions
being applied to provide an Annuity Benefit before they were allocated to the
Divisions pursuant to Section 2.05, Equitable will not again deduct charges from
such Contributions for the same taxes. If, however, taxes are later imposed upon
Equitable when such an application is made, Equitable reserves the right to make
an additional deduction for such taxes.
Application will be made on the basis of either (a) the Table of Guaranteed
Annuity Payments included in Appendix A of this Contract, or (b) Equitable's
then-current individual annuity rates applicable at the time of application to
funds which derive from sources outside Equitable, whichever rates would provide
a larger benefit with respect to the payee.
After application to provide an Annuity Benefit pursuant to this Section, the
amounts with respect to the Participant in the Divisions and the Retirement
Account Value will be correspondingly reduced.
SECTION 3.04 PAYMENT OF ANNUITY BENEFIT. Equitable will require satisfactory
evidence of the age of any person upon whose life continued payment under an
annuity form depends. Evidence of each payee's survival must be furnished to
Equitable either by personal endorsement of the check drawn for payment or by
other means satisfactory to Equitable.
If a benefit payment under the Contract was based on information that is
subsequently found to be incorrect, such benefit will not be invalidated, but an
adjustment on the basis of the correct information will be made in the amount of
the benefit payments, any amount used to provide the benefit, or any combination
thereof. The amount of the overpayments by Equitable will be charged
No. 1033-95-TSA AC (0000) Page 23
----
<PAGE>
against, and the amount of the underpayments will be added to, any payments
thereafter falling under the Contract with respect to the payee.
The liability of Equitable with respect to a payee is limited to the correct
information and the actual amounts used to provide the benefits then in force
with respect to the payee under the Contract.
If Equitable receives evidence satisfactory to it that (a) a payee entitled to
receive any payment under the Contract is physically or mentally incompetent to
receive such payment or is a minor, (b) another person or an institution is then
maintaining or has custody of such payee, and (c) no guardian, committee, or
other representative of the estate of such payee has been appointed, Equitable
may, unless the Employer Plan provides to the contrary, make the payments to
such other person or institution, and will thereupon be fully discharged from
all liability with respect thereto.
If the amount to be applied hereunder is less than $3,500, Equitable may pay the
amount to the payee in a single sum instead of applying it to provide an Annuity
Benefit.
Any election, change, revocation or designation shall be made, and will take
effect, in the same manner as a change of beneficiary.
No. 1033-95-TSA AC (0000) Page 24
----
<PAGE>
PART IV - GENERAL PROVISIONS
SECTION 4.01 CONTRACT. This Contract and the application therefor, which is
attached hereto, constitute the entire contract between the Contract Holder and
Equitable. The provisions of the Contract alone will govern with respect to the
rights and obligations of Equitable. Nothing in the Employer Plan nor in any
modification, amendment, or supplement to any such documents will in any way be
construed to enlarge, change, vary or in any other way affect the obligations of
Equitable as expressly provided in this Contract.
This Contract may not be modified as to Equitable, nor may any of Equitable's
rights or requirements be waived, except in writing and by an authorized officer
of Equitable. The Contract may be changed by amendment or replacement upon
agreement between the Contract Holder and Equitable without the consent of any
other person provided that such change does not reduce any Annuity Benefit
provided before such change and provided that no rights, privileges or benefits
which have accrued to the Contract Holder, or to any Participant under the
Contract, may be reduced or forfeited except by the express consent thereof.
The Contract Holder will report to Equitable each person under the Employer Plan
who is to be covered under this Contract. Equitable will issue (a) with respect
to each Participant an individual certificate setting forth a statement in
substance of the benefits to which the Participant is entitled under this
Contract, and (b) with respect to each person for whom an Annuity Benefit
becomes payable under this Contract an Equitable supplementary contract setting
forth the amount and terms of the Annuity Benefit.
Upon Equitable's request, the Contract Holder will provide any information that
is reasonably required by Equitable with respect to transactions under this
Contract.
SECTION 4.02 STATUTORY COMPLIANCE. Equitable reserves the right to amend the
Contract without the consent of any other person in order to comply with
applicable laws and regulations. Such right shall include, but not be limited
to, the right to conform the Contract to reflect changes in the Code, in
Treasury regulations or published rulings of the internal Revenue Service, in
the Employee Retirement Income Security Act of 1974, as amended, and in
Department of Labor regulations.
Any Annuity Benefit, Cash Value or death benefit available under the Contract
shall not be less than the minimum benefits required by any applicable state
law.
SECTION 4.03 ASSIGNMENTS, NONTRANSFERABLLITY, AND NONFORFEITABILITY. Neither the
Contract Holder nor Equitable may assign its rights or obligations hereunder
without the other party's prior written consent, except that an assignment by
Equitable to a corporation in which it has a direct or indirect ownership
interest shall not require such consent provided that Equitable remains liable
for the failure of that corporation to perform its obligations under this
Contract.
Subject to the requirements of applicable law, no amount payable to a
Participant or beneficiary under the Contract shall be (a) assignable, (b)
subject to any lien, or (c) liable for or subject to any obligation or liability
of any person. Such prohibition will not apply to any assignment, transfer, or
attachment pursuant to a qualified domestic relations order, as defined in
Section 414(p) of the Code. The entire interest of any Participant or
beneficiary under this Contract is nonforfeitable within the meaning of Section
403(b)(1)(C) of the Code and the applicable Treasury regulations thereunder. No
interest of a Participant or beneficiary may be transferred to any person other
than Equitable upon surrender of the Participant's or beneficiary's interest in
the Contract.
No. 1033-95-TSA AC (0000) Page 25
----
<PAGE>
SECTION 4.04 MANNER OF PAYMENT. Equitable will pay all amounts becoming payable
under this Contract by check or, if so agreed upon by the Contract Holder and
Equitable, by wire transfer. All amounts payable by the Contract Holder under
this Contract will be paid by check payable to Equitable, or by any other method
acceptable to Equitable.
SECTION 4.05 RIGHT TO CHANGE. Equitable reserves the right to increase any fee
described in Section 2.10, Paragraphs (1), (2) and (7) at any time to reflect
any increase in Equitable's expenses related to the administrative functions
covered by such fees.
Equitable also reserves the right to decrease or waive any or all such fees, or
the Contingent Withdrawal Charge, as in recognition of anticipated and sustained
lower levels of sales and administrative expense incurred by Equitable under
this Contract with respect to the Employer Plan. Such fee or charge adjustment
will be determined by Equitable on the basis of criteria applied in a uniform
and nondiscriminatory manner including, but without limitation, the number of
Participants associated with the Employer Plan, the level and frequency of
Contributions, the average retention of such Contributions under the Contract,
the pattern of withdrawals, and the use of cost-saving technology by the
Contract Holder in transmitting Participant data to Equitable.
Equitable reserves the right to change from time to time and after the fifth
anniversary of the Effective Date, at intervals of not less than five years, (a)
the minimum amount to be used to provide an Annuity Benefit hereunder as stated
in Section 3.02 and (b) the actuarial basis used in the Table of Guaranteed
Annuity Payments appearing in Appendix A.
Equitable may elect to make any change pursuant to the first or third paragraphs
of this Section either by written notice to the Contract Holder or by amendment
to this Contract, and will advise the Contract Holder at least 90 days in
advance of any such change. No such change will apply to any Annuity Benefit
provided hereunder before such change nor to Contributions made hereunder before
such change.
Equitable reserves the right, subject to compliance with applicable law, to:
(a) add new Investment Divisions or subdivisions thereof to the Separate
Account, add a new separate account, or remove Investment Divisions or
subdivisions thereof from the Separate Account;
(b) combine any two or more Investment Divisions or subdivisions thereof;
(c) transfer the assets Equitable determines to be the proportionate share of
the class of contracts to which this Contract belongs from any of the
Investment Divisions to another Investment Division by withdrawing the
same percentage of each investment in that Investment Division, with
appropriate adjustment to avoid odd lots and fractions;
(d) operate the Separate Account or any Investment Division as a management
investment company under the Investment Company Act of 1940 (which company
may be directed by a committee which may be composed of a majority of
persons who are "interested persons" of Equitable under said Act, which
committee may be discharged by Equitable at any time) or in any other form
permitted by law, including a form that allows Equitable to make direct
investments;
(e) deregister the Separate Account under said Act;
(f) cause one or more Investment Divisions to invest some or all of their
assets in one or more other trusts or investment companies;
No. 1033-95-TSA AC (0000) Page 26
----
<PAGE>
(g) terminate any agreement with the Contract Holder in conjunction with this
Contract pursuant to the terms of such agreement; and
(h) restrict or eliminate any voting rights of Participants, the Contract
Holder or other persons who have voting rights that affect the Separate
Account.
If the exercise of these rights results in a material change in the underlying
investments of an Investment Division, the Contract Holder will be notified by
Equitable of such exercise.
SECTION 4.06 BENEFICIARY. A Participant may, subject to the Employer Plan,
including any spousal consent provisions thereof, designate (with the right to
change such designation from time to time) a beneficiary or beneficiaries to
receive any payment with respect to the Participant becoming due to a
beneficiary under this Contract. Any other person to whom periodic payments are
payable under this Contract may designate (with the right to change such
designation from time to time) a beneficiary or beneficiaries to receive any
single sum payment or any remaining periodic payments becoming due upon the
death of such person, if no prior designation is then in effect with respect
thereto.
Any designation or change shall be by written notice filed at the Processing
Office, except that a designation or change made by a Participant who has not
attained his Annuity Commencement Date shall be by written notice filed with the
Contract Holder. Upon receipt of said notice by Equitable, such designation or
change shall take effect as of the date shown on said notice as the date on
which it was signed, whether or not the person making such designation or change
is living at the time of receipt, but without further liability on the part of
Equitable with respect to any payment made by it before the receipt by it of (a)
said notice or (b) a written report from the Contract Holder that such party
received said notice.
SECTION 4.07 DEFERMENT. Except as provided in this Section, payments by
Equitable pursuant to the provisions of Sections 2.07 and 2.08 from the amounts
held with respect to the Participant in the Investment Divisions will be made
within seven days after the applicable Transaction Date.
Payments or applications by Equitable of proceeds from the Investment Divisions
can be deferred during any period when (a) the sale of securities or the
determination of the Accumulation Unit.
Value is not reasonably practicable because an emergency, defined by the
Securities and Exchange Commission, exists, or the New York Stock Exchange is
closed, or trading on such Exchange is restricted, or (b) the Securities and
Exchange Commission by order permits postponement for the protection of persons
having interests in the Separate Account. Payment or transfer by Equitable of
any portion of a Participant's Retirement Account Value in the Guaranteed
Interest Division can be deferred, while the Participant is living, for up to
six months after receipt of a written request for such payment or transfer.
SECTION 4.08 CONTRACT HOLDER'S RESPONSIBILITY. Equitable will make no payment
hereunder without written instructions from the Contract Holder, and Equitable
will be fully discharged of any liability therefor to the extent such payments
are made pursuant to such interactions.
SECTION 4.09 PLAN STATUS. A "Qualified Plan" is a plan or agreement that meets
the requirements of Section 403(b) of the Code. The Contract Holder is to
provide evidence satisfactory to Equitable that the Employer Plan is a Qualified
Plan and, if at any time the Employer Plan is no longer a Qualified Plan, the
Contract Holder is to give Equitable prompt written notice thereof.
No. 1033-95-TSA AC (0000) Page 27
----
<PAGE>
If (a) within one year after the Effective Date, or such longer period as may be
agreed upon in writing between the Contract Holder and Equitable, the Contract
Holder does not provide such evidence that the Employer Plan is a Qualified
Plan, or (b) the Contract Holder gives notice that the Employer Plan is no
longer a Qualified Plan, then upon at least thirty days advance written notice
to the Contract Holder, Equitable may:
(i) prohibit further Contributions under this Contract with respect to the
Employer Plan, and
(ii) withdraw from the Divisions the amounts therein with respect to the
Employer Plan and make the payment described in the second paragraph of
Section 2.07, Paragraph (6).
If the Employer Plan is to terminate, in whole or in part, without immediate
establishment of a successor plan, sponsored by the Employer, with respect to
the affected Participants, the Contract Holder will provide Equitable with (a)
90 days' advance written notice and evidence satisfactory to Equitable of such
termination, and (b) a listing of the Participants covered by such termination
if it is a partial plan termination.
No. 1033-95-TSA AC (0000) Page 28
----
<PAGE>
APPENDIX A
TABLE OF GUARANTEED ANNUITY PAYMENTS
Amount of Annuity Benefit payable monthly on the Life Annuity form provided by
an application OF $1,000.
Age Amount
--- ------
55 $3.99
60 4.35
65 4.82
70 5.46
The amount of income provided under an Annuity Benefit payable on the Life
Annuity form is based on 3.00% interest and the 1983 Individual Annuity
Mortality Table "a" projected with modified Scale G, adjusted to a unisex basis,
reflecting a 20%-80% split of males and females at pivotal age 55.
Amounts required for ages not shown in the Table or for other annuity forms will
be calculated by Equitable on the same actuarial basis.
No. 1033-95-TSA AC (0000) Page 29
----
<PAGE>
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
---------------------------------------------------------
Application for Momentum Plus Program Group Annuity Contract
-------------
Applicant: Aurora Health Care, Inc.
------------------------
Address of Applicant's Head Office:
---------------------------------------------
I. Investment Options: The following Divisions, as described in the Momentum
Plus Program Prospectus and Group Annuity Contract, are hereby elected as
investment options to be available under the Contract for the Employer Plan
(check all applicable boxes):
A. [] Guaranteed Interest Division
[Type A Investment Divisions -
B. [] The Stock Divisions
C. [] The Balanced Division
D. [] The Aggressive Stock Division
E. [] The Global Division
F. [] The Growth Investors Division
G. [] The Growth and Income Division
H. [] The Equity Index Division
Type B Investment Divisions - (The Money Market Division must be
checked if any type A or Type B Investment Division is elected.)
I. [] The Conservative Investors Division
J. [] The High Yield Division
K. [] The Intermediate Government Securities Division
L. [] The Money Market Division
M. [] The Quality Bond Division]
No investment option under the Contract will be available with respect to the
Employer Plan unless checked above or later added by a change in your election.
Any such change must be made in keeping with Equitable's rules and on
Equitable's form received in its Processing Office.
II. Application and Agreement: By signature below of duly authorized person(s),
the Applicant hereby:
A. Acknowledges having received and read the Prospect for Equitable's
Momentum Plus Program, the Group Annuity Contract attached hereto, as
well as the ERISA Information Statement;
B. Acknowledges understanding of the fees, charges, and funding
arrangements under the Momentum Plus Program;
C. Applies for a Group Annuity Contract, in the form attached, as funding
vehicle for assets of the Employer Plan:
PF10,715-TSA Page 1 of 2
<PAGE>
D. Agrees to be bound by the terms and conditions of such Group Annuity
Contract;
E. Acknowledges understanding that no Agent of Equitable's has authority
to make or modify and contract or agreement on Equitable's behalf, or
to waive or alter any of Equitable's rights or requirements.
This application is made a part of such Group Annuity Contract and supersedes
any application for such Contract previously signed by the Applicant.
SIGNATURE OF APPLICANT:
- ----------------------
By --------------------------------- --------------------------------------
Title Date
ACCEPTED FOR EQUITABLE:
- -----------------------
- ------------------------------------ ---------------------------------------
Print Name of Authorized Signatory Signature of Authorized Signatory
EFFECTIVE DATE: CLIENT NO. 0000
---------------------
A copy of the Application/Agreement should be retained in Applicant's files and
the original should be given to the Agent for forwarding to the Equitable
Processing Office along with the other installation materials. these documents
will be signed by Equitable and returned to the Applicant after being
underwritten. Initial contributions will be accepted by Equitable only after
installation documents have been approved by the Equitable Processing Office.
PF10,715-TSA Page 2 of 2
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
Application and Agreement for Establishment of Plan
Participation in the Momentum Plus Program
Group Annuity Contract
Employer:
-----------------------------------------------------------------------
Employer Address:
---------------------------------------------------------------
Employer Plan:
------------------------------------------------------------------
I. Plan/Trust Type: The Employer will participate in Equitable's Momentum Plus
Program through (Check one):
A. [] Adoption of the Members Retirement Plan and Trust by the
Employer.
B. [] Adoption of the Pooled Trust for Members Retirement Plans by the
Employer and Participating Trust. The name of the Participating
Trust is:
-----------------------------------------------------------------
-----------------------------------------------------------------
II. Investment Options: The following Divisions, as described in the Momentum
Plus Program Prospectus and Group Annuity Contract, are hereby elected as
investment options to be available under the Contract for the Employer Plan
(check all applicable boxes):
A. [] Guaranteed Interest Divisions - (This may be elected for any
Employer Plan but must be checked if no Type B Investment
Divisions are elected below.)
Type A Investment Divisions -
B. [] The Stock Division
C. [] The Balanced Division
D. [] The Aggressive Stock Division
E. [] The Global Division
F. [] The Growth Investors Division
Type B Investment Divisions - (The Money Market Division must be checked if
any Type B Investment Divisions are elected.)
G. [] The Conservative Investors Division
H. [] The High Yield Division
I. [] The Intermediate Government Securities Division
PF10,715 Page 1
<PAGE>
J. [] The Money Market Division
K. [] The Short-Term World Income Division
No investment option under the Contract will be available with respect to
the Employer Plan unless checked above or later added by a change in your
election. Any such change must be made in keeping with Equitable's rules
and on Equitables form received in its Processing Office.
III. Application and Agreement: By signature of duly authorized person(s), the
Employer, and, if applicable the Trustee(s) of the Participating Trust,
hereby:
A. Acknowledges having received and read the Prospectus and Group Annuity
Contract for Equitable's Momentum Plus Program, as well as the ERISA
Information Statement;
B. Acknowledges understanding of the fees, charges, and funding
arrangements under the Momentum Plus Program;
C. Applies for participation in the Momentum Plus Program Group Annuity
Contract as funding vehicle for the Employer Plan;
D. Agrees to be bound by the terms and conditions of the Group Annuity
Contract; and
E. Acknowledges understanding that no Agent of Equitable has authority to
make or modify any contract or agreement on Equitable's behalf, or to
waive or alter any of Equitable's rights or requirements.
This Application and Agreement will become effective only upon acceptance,
by signature below, of a duly authorized signatory on Equitable's behalf.
FOR EMPLOYER:
- -------------
- ------------------------------ ---------------------------- ------------------
Print Name of Employer City State
or Officer
By
---------------------------------------------------------- ------------------
Signature & Title of Employer or Officer Date
PF10,715 Page 2
<PAGE>
FOR TRUSTEE(S):
- ---------------
- ------------------------------ ---------------------------- ------------------
Print Name of Trustee City State
or Officer
By
---------------------------------------------------------- ------------------
Signature of Trustee Date
- ------------------------------ ---------------------------- ------------------
Print Name of Trustee City State
By
---------------------------------------------------------- ------------------
Signature of Trustee Date
- ------------------------------ ---------------------------- ------------------
Print Name of Trustee City State
By
---------------------------------------------------------- ------------------
Signature of Trustee Date
ACCEPTED FOR EQUITABLE:
- -----------------------
By
- ------------------------------------------- ----------------------------
Print Name of Authorized Signatory Signature of Authorized
Signatory
EFFECTIVE DATE: CLIENT NO.
------------------------------ -------------------------
A copy of the Application/Agreement should be retained in Applicant's files and
the original should be given to the Agent for forwarding to the Equitable
Processing Office along with the other installation materials. These documents
will be signed by Equitable and returned to the Applicant after being
underwritten. Initial contributions will be accepted by Equitable only after
installation documents have been approved by the Equitable Processing Office.
PF10,715 Page 3
JONATHAN E. GAINES
Vice President
and Associate General Counsel
[THE EQUITABLE LOGO] (212) 554-3169
Fax: (212) 554-1266
August 10, 1993
The Equitable Life Assurance Society
of the United States
787 Seventh Avenue
New York, NY 10019
Dear Gentlemen/Ladies:
This opinion is furnished in connection with the filing by the Equitable Life
Assurance Society of the United States ("Equitable") and Separate Account A of
Equitable ("Separate Account A") of a Form N-4 Registration Statement of
Equitable and Separate Account A under the Securities Act of 1933 (File No. 33-
58590) and Amendment No. 34 of the Registration Statement of Separate Account A
under the Investment Company Act of 1940 included with the same Form N-4. The
Registration Statement covers an indefinite number of units of interest
("Units") in Separate Account A.
The Units are purchased with contributions received under group variable annuity
contracts (the "Contracts"). As described in the prospectus included in the
Registration Statement ("Prospectus"), the Contracts are designed to provide
fixed retirement benefits.
I have examined all such corporate records of Equitable and such other documents
and laws as I consider appropriate as a basis for the opinion hereinafter
expressed. On the basis of such examination, it is my opinion that:
1. Equitable is a corporation duly organized and validly existing under the
laws of the State of New York;
2. Separate Account A duly created pursuant to the provisions of the New York
Insurance Law;
THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
787 SEVENTH AVENUE, NEW YORK, NEW YORK 10019
<PAGE>
- 2 -
3. The assets of Separate Account A are owned by Equitable; Equitable is not a
trustee with respect thereto. Under New York law, the income, gains and
losses, whether or not realized, from assets allocated to Separate Account
A must be credited to or charged against such account, without regard to
other income, gains or losses of Equitable;
4. The Contracts provide that the portion of the assets of Separate Account A
equal to the reserves and other contract liabilities with respect to
Separate Account A shall not be chargeable with liabilities arising out of
any other business Equitable may conduct and that Equitable reserves the
right to transfer assets of Separate Account A in excess of such reserves
and contract liabilities to the general account of Equitable; and
5. The Contracts (including any Units duly credited thereunder) have been duly
authorized and constitute a validly issued and binding obligation of
Equitable in accordance with their terms.
I hereby consent to the use of this opinion as an exhibit to the Registration
Statement.
Very truly yours,
/s/ Jonathan E. Gaines
----------------------
721
MOMENTUM PLUS
The following is an example of the calculation of the Money Market Division's
yield for the seven-day period ended December 31, 1993. Yields may fluctuate
substantially from the example shown.
1. The value of one Unit in a hypothetical
account (excluding capital changes) at the
beginning of the seven-day period
(December 24, 1993) $101.640786
2. The value of one Unit in the same hypothetical
account (excluding capital changes) at the
end of the seven-day period
(December 31, 1993) 101.673041
3. Net change in Unit Value [(1) subtracted
from (2)] .032255
4. Adjustment to the net change in the Unit Value
to reflect the average annual administrative
expense charge .001753
5. Adjusted net change in the Unit Value [(4)
subtracted from (3)] .030502
6. Base period return [(5) divided by (1)] .000300
7. Current yield [(6) annualized (multiplied by
365/7)] 1.56%
8. Effective Yield 1.58%
FORMULAE FOR DETERMINING CUMULATIVE AND ANNUALIZED RATES OF RETURN
FOR MOMENTUM PLUS THROUGH DECEMBER 31, 1993
CRR = (UV [subscript: 12-31-93]\UV [subscript: (12-31-93)-B)]) - 1
ARR = [(UV [subscript: 12-31-93]\UV [subscript: (12-31-93)-B)])
[superscript: 1/B] - 1]x 100
where: B is the total time of the investment, in years or fraction thereof.
UV [subscript: 12-31-93] is the separate account unit value at 12-31-93.
UV [subscript: (12-31-93)]-B is the separate account unit value at time
B years prior to 12-31-93.
CRR is the cumulative rate of return over the period of B years.
ARR is the annualized rate of return over the period of B years.
<PAGE>
CUMULATIVE AND ANNUALIZED RATES OF RETURN FOR
MOMENTUM PLUS
ACCUMULATION UNIT VALUES ([SUBSCRIPT: UV(12-31-93)-B)]
<TABLE>
<CAPTION>
Division 12/31/93 12/31/92 12/31/90 12/31/88 12/31/83 12/31/73
- -------- --------- --------- --------- --------- --------- ---------
B=1 B=3 B=5 B=10 B=20 Since Inception*
---- ---- --- ---- ---- ----------------
<S> <C> <C> <C> <C> <C> <C> <C>
Stock 105.009034 85.274839 61.601062 54.608697 28.645410 11.428496 8.254565
Money Market 100.467395 98.907777 92.401613 80.207632 58.591467 50.795761
Balanced 101.625374 91.722221 68.273975 55.480016 35.154454
Aggressive 105.901410 91.948837 52.149444 34.522822 19.207103
Quality Bond 98.776483 99.616618
High Yield 106.738592 87.862770 64.588396 63.826121 57.094060
Growth & Income 100.780312 101.380093
Global 102.143286 78.364973 61.995348 53.509362 56.666617
Conservative 98.599020 90.235986 73.132111 67.809028
Inv.
Growth 101.985735 89.692058 58.981366 52.147865
Investors
Intermediate 100.442216 92.075252 79.676917
Govt.
</TABLE>
<TABLE>
<CAPTION>
CUMULATIVE RATES OF RETURN (CRR)
Division B=1 B=3 B=5 B=10 B=20 Since Inception*
- -------- --- --- --- ---- ---- ----------------
<S> <C> <C> <C> <C> <C> <C>
Stock 23.14% 70.47% 92.29% 266.58% 818.84% 1172.13%
Money Market 1.58% 8.73% 25.26% 71.47% 97.79%
Balanced 10.80% 48.85% 83.17% 189.08%
Aggressive 15.17% 103.07% 206.76% 451.37%
Quality Bond -0.84%
High Yield 21.48% 65.26% 67.23% 86.95%
Growth & Income -0.59%
Global 30.34% 64.76% 90.89% 80.25%
Conservative 9.27% 34.82% 45.41%
Inv.
Growth 13.71% 72.91% 95.57%
Investors
Intermediate 9.09% 26.06%
Govt.
</TABLE>
<TABLE>
<CAPTION>
ANNUALIZED RATES OF RETURN (ARR)
Division B=1 B=3 B=5 B=10 B=20 Since Inception*
- -------- --- --- --- ---- ---- ----------------
<S> <C> <C> <C> <C> <C> <C>
Stock 23.14% 19.46% 13.97% 13.87% 11.73% 10.52%
Money Market 1.58% 2.83% 4.61% 5.54% 6.03%
Balanced 10.80% 14.18% 12.87% 11.61%
Aggressive 15.17% 26.63% 25.13% 19.32%
Quality Bond -0.84%**
High Yield 21.48% 18.23% 10.83% 9.36%
Growth & Income -0.59%**
Global 30.34% 18.11% 13.80% 9.73%
Conservative Inv. 9.27% 10.47% 9.22%
Growth Investors 13.71% 20.03% 17.11%
Intermediate Govt. 9.09% 8.78%
</TABLE>
<TABLE>
<CAPTION>
*Number of years since inception, or fraction thereof, where
inception dates are:
<S> <C> <C> <C>
Stock 08/01/68 Quality Bond 10/01/93 Conservative Inv. 10/02/89
Money Market 05/11/82 High Yield 01/02/87 Growth Investors 10/02/89
Balanced 05/01/84 Growth & Inco 10/01/93 Intermediate 04/01/91
Aggressive 05/01/84 Global 08/27/87
**Unannualized
</TABLE>
<PAGE>
Invested in One Investment Fund of the Hudson River Trust
and Terminated on December 31, 1993
AV [subscript: 0] = $1,000.00
AC [subscript: t] = min[$7.50,0.5% x AV[subscript: t]]
AV [subscript: t] = (AV[subcript: t-1] -AC [subscript: t-1]) x
(UV[subscript: t]\UV [subscript: t-1])
Acct = AV [subscript: 12-31-93] - AC [subscript: 12-31-93]
CV = Acct - SC
AAR = [(CV\AV[subscript: 0])[superscript: 1/B] - 1] x 100
where: AV [subscript: 0] is the amount invested on the inception date.
t is the anniversary date of the Momentum Plus
certificate, which is from 1 to B years after the date
of inception (t=0).
B is the total time of the investment, in calendar
quarters or fraction thereof, from the
date of inception
AC [subscript: t] is the administration charge at time t.
AV [subscript: 1] is the accumulated value at time of AV [subscript: 0]
UV [subscript: t] is the separate account unit value at time t.
Acct is the account value of the Momentum Plus certificate
on the termination date.
CV is the cash value of the Momentum Plus certificate on
the termination date.
SC is the applicable surrender charge for the Momentum
Plus certificate on the termination date.
AAR is the average annual return over the period of B
calendar quarters.
<PAGE>
MONEY MARKET FUND
Standardized Performance for the Period Ending December 31, 1993
<TABLE>
<CAPTION>
B = One Year B = Three Years B = Five Years B = Ten Years
------------------ ------------------- ------------------- -------------------
bv [sub- bc [sub- bv [sub- bc [sub- bv [sub- bc[sub- bv [sub- bc [sub-
bv [sub- script: t] script: t] script: t] script: t] script: t] script: t] script: t] script: t]
script: t] Account Admin Account Admin Account Admin Account Admin
Date Unit Value t Value Charge t Value Charge t Value Charge t Value Charge
---- ---------- - ----- ------ - ----- ------ - ----- ------ - ----- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
6/30/83 56.355300
9/30/83 57.494300
12/31/83 58.591500 0 1,000.00
3/31/84 59.722000 1 1,019.29 5.10
6/30/84 61.031200 2 1,036.43 5.18
9/30/84 62.553100 3 1,056.96 5.28
12/31/84 64.105000 4 1,077.77 5.39
3/31/85 65.142500 5 1,089.74 5.45
6/30/85 66.319700 6 1,103.88 5.52
9/30/85 67.308600 7 1,114.74 5.57
12/31/85 68.401900 8 1,127.18 5.64
3/31/86 69.457400 9 1,138.86 5.69
6/30/86 70.398400 10 1,148.51 5.74
9/30/86 71.261700 11 1,156.78 5.78
12/31/86 71.941300 12 1,161.98 5.81
3/31/87 72.764500 13 1,169.40 5.85
6/30/87 73.654100 14 1,177.78 5.89
9/30/87 74.573900 15 1,186.52 5.93
12/31/87 75.702300 16 1,198.45 5.99
3/31/88 76.690400 17 1,208.02 6.04
6/30/88 77.683800 18 1,217.55 6.09
9/30/88 78.904600 19 1,230.50 6.15
12/31/88 80.207600 0 1,000.00 20 1,244.57 6.22
3/31/89 81.738300 1 1,019.08 5.10 21 1,261.98 6.31
6/30/89 83.408100 2 1,034.70 5.17 22 1,281.32 6.41
9/30/89 84.939300 3 1,048.43 5.24 23 1,298.32 6.49
12/31/89 86.447100 4 1,061.71 5.31 24 1,314.76 6.57
3/31/90 87.875400 5 1,073.85 5.37 25 1,329.80 6.65
6/30/90 89.358700 6 1,086.52 5.43 26 1,345.49 6.73
9/30/90 90.801200 7 1,098.54 5.49 27 1,360.37 6.80
12/31/90 92.401600 0 1,000.00 8 1,112.31 5.56 28 1,377.43 6.89
3/31/91 93.668000 1 1,013.71 5.07 9 1,121.92 5.61 29 1,389.32 6.95
6/30/91 94.734800 2 1,020.12 5.10 10 1,129.02 5.65 30 1,398.12 6.99
9/30/91 95.562000 3 1,023.89 5.12 11 1,133.18 5.67 31 1,403.28 7.02
12/31/91 96.812900 4 1,032.10 5.16 12 1,142.28 5.71 32 1,414.54 7.07
3/31/92 97.417900 5 1,033.36 5.17 13 1,143.67 5.72 33 1,416.26 7.08
6/30/92 98.023200 6 1,034.58 5.17 14 1,145.02 5.73 34 1,417.93 7.09
9/30/92 98.542800 7 1,034.87 5.17 15 1,145.33 5.73 35 1,418.32 7.09
12/31/92 98.907800 0 1,000.00 8 1,033.51 5.17 16 1,143.83 5.72 36 1,416.46 7.08
3/31/93 99.283100 1 1,003.79 5.02 9 1,032.24 5.16 17 1,142.43 5.71 37 1,414.72 7.07
6/30/93 99.680700 2 1,002.78 5.01 10 1,031.19 5.16 18 1,141.27 5.71 38 1,413.29 7.07
9/30/93 100.078493 3 1,001,74 5.01 11 1,030.13 5.15 19 1,140.09 5.70 39 1,411.83 7.06
12/31/93 100.467395 4 1,000.61 5.00 12 1,028.96 5.14 20 1,138.80 5.69 40 1,410.23 7.05
Account Value: 995.60 1,023.82 1,133.11 1,403.18
Surrender Charge: 59.74 61.43 67.99 0.00
-------------------------------------------------------------------------------
Cash Value: 935.87 962.39 1,065.12 1,403.18
Average Annual Return -6.41% -1.27% 1.27% 3.45%
-------------------------------------------------------------------------------
</TABLE>
3/30/94 [MOP93PRF.XLW]Money Market
<PAGE>
Intermediate Government Securities Fund
Standardized Performance for the Period Ending December 31, 1993
B = One Year Since Inception
-------------------- ----------------------
Account Admin Account Admin
Date Unit Value t Value Charge t Value Charge
---- --- ----- - ----- ------ - ----- ------
3/31/91 79.676900 0 1,000.00
6/30/91 80.305200 1 1,007.89 5.04
9/30/91 84.278500 2 1,052.46 5.26
12/31/91 88.390600 3 1,098.30 5.49
3/31/92 86.203100 4 1,065.76 5.33
6/30/92 89.281600 5 1,098.30 5.49
9/30/92 92.935200 6 1,137.53 5.69
12/31/92 92.075300 0 1,000.00 7 1,121.37 5.61
3/31/93 95.646200 1 1,038.78 5.19 8 1,159.04 5.80
6/30/93 97.758200 2 1,056.41 5.28 9 1,178.71 5.89
9/30/93 99.600010 3 1,070.93 5.35 10 1,194.91 5.97
12/31/93 100.442216 4 1,074.59 5.37 11 1,198.99 5.99
Account Value: 1,069.22 1,192.99
Surrender Charge: 64.15 71.58
------------------------------------
Cash Value: 1,005.06 1,121.41
Average Annual Return 0.51% 4.25%
------------------------------------
3/30/94 [MOP93PRF.XLW]Intermediate
<PAGE>
High Yield Fund
Standardized Performance for the Period Ending December 31, 1993
<TABLE>
<CAPTION>
B = One Year B = Three Years B = Five Years Since Inception
------------------ ------------------- ------------------- -------------------
Account Admin Account Admin Account Admin Account Admin
Date Unit Value t Value Charge t Value Charge t Value Charge t Value Charge
---- ---------- - ----- ------ - ----- ------ - ----- ------ - ----- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1/1/87 57.094100 0 1,000.00
3/31/87 57.713300 1 1,010.85 5.05
6/30/87 57.782200 2 1,006.99 5.03
9/30/87 57.823100 3 1,002.67 5.01
12/31/87 58.960500 4 1,017.28 5.09
3/31/88 60.901000 5 1,045.50 5.23
6/30/88 61.919100 6 1,057.67 5.29
9/30/88 62.861500 7 1,068.40 5.34
12/31/88 63.826100 0 1,000.00 8 1,079.37 5.40
3/31/89 64.745300 1 1,014.40 5.07 9 1,089.44 5.45
6/30/89 67.081200 2 1,045.74 5.23 10 1,123.10 5.62
9/30/89 66.755700 3 1,035.47 5.18 11 1,112.06 5.56
12/31/89 66.196900 4 1,021.67 5.11 12 1,097.24 5.49
3/31/90 65.065800 5 999.19 5.00 13 1,073.10 5.37
6/30/30 67.131300 6 1,025.75 5.13 14 1,101.63 5.51
9/30/90 63.327300 7 962.79 4.81 15 1,034.01 5.17
12/31/90 64.588400 0 1,000.00 0.00 8 977.05 4.89 16 1,049.32 5.25
3/31/91 69.291100 1 1,072.81 5.36 9 1,042.95 5.21 17 1,120.10 5.60
6/30/91 71.882500 2 1,107.37 5.54 10 1,076.55 5.38 18 1,156.18 5.78
9/30/91 75.407500 3 1,155.86 5.78 11 1,123.69 5.62 19 1,206.81 6.03
12/31/91 79.301700 4 1,209.48 6.05 12 1,175.81 5.88 20 1,262.79 6.31
3/31/92 81.872700 5 1,242.44 6.21 13 1,207.86 6.04 21 1,297.21 6.49
6/30/92 84.470200 6 1,275.45 6.38 14 1,239.95 6.20 22 1,331.67 6.66
9/30/92 87.555500 7 1,315.43 6.58 15 1,278.82 6.39 23 1,373.41 6.87
12/31/92 87.862800 0 1,000.00 8 1,313.45 6.57 16 1,276.89 6.38 24 1,371.34 6.86
3/31/93 94.240800 1 1,072.59 5.36 9 1,401.75 7.01 17 1,362.73 6.81 25 1,463.53 7.32
6/30/93 98.732600 2 1,118.09 5.59 10 1,461.21 7.31 18 1,420.54 7.10 26 1,525.62 7.50
9/30/93 100.204645 3 1,129.09 5.65 11 1,475.58 7.38 19 1,434.51 7.17 27 1,540.75 7.50
12/31/93 106.738592 4 1,196.70 5.98 12 1,563.94 7.50 20 1,520.41 7.50 28 1,633.23 7.50
Account Value: 1,190.72 1,556.44 1,512.91 1,625.73
Surrender Charge: 71.44 85.00 85.00 0.00
-------------------------------------------------------------------------------
Cash Value: 1,119.27 1,471.44 1,427.91 1,625.73
Average Annual Return 11.93% 13.74% 7.38% 7.19%
-------------------------------------------------------------------------------
</TABLE>
3/30/94 [MOP93PRF.XLW]High Yield
<PAGE>
Balanced Fund
Standardized Performance for the Period Ending December 31, 1993
<TABLE>
<CAPTION>
B = One Year B = Three Years B = Five Years Since Inception
------------------ ------------------- ------------------- -------------------
Account Admin Account Admin Account Admin Account Admin
Date Unit Value t Value Charge t Value Charge t Value Charge t Value Charge
---- ---------- - ----- ------ - ----- ------ - ----- ------ - ----- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
5/1/84 35,154500 0 1,000.00
6/30/84 35.250000 1 1,002.72 5.01
9/30/84 36.421300 2 1,030.86 5.15
12/31/84 37.274200 3 1,049.72 5.25
3/31/85 39.984700 4 1,120.42 5.60
6/30/85 42.791500 5 1,193.08 5.97
9/30/85 40.713200 6 1,129.46 5.65
12/31/85 46.148800 7 1,273.85 6.37
3/31/86 53.732100 8 1,475.76 7.38
6/30/86 56.188100 9 1,535.49 7.50
9/30/86 50.247300 10 1,366.44 6.83
12/31/86 51.549200 11 1,394.83 6.97
3/31/87 58.701800 12 1,580.43 7.50
6/30/87 58.442100 13 1,565.97 7.50
9/30/87 62.223700 14 1,659.31 7.50
12/31/87 48.946300 15 1,299.35 6.50
3/31/88 51.492800 16 1,360.11 6.80
6/30/88 52.353400 17 1,375.93 6.88
9/30/88 53.730700 18 1,405.07 7.03
12/31/88 55.480000 0 1,000.00 19 1,443.56 7.22
3/31/89 57.711200 1 1,040.22 5.20 20 1,494.10 7.47
6/30/89 63.173200 2 1,132.97 5.66 21 1,627.33 7.50
9/30/89 67.179300 3 1,198.80 5.99 22 1,722.55 7.50
12/31/89 69.195500 4 1,228.60 6.14 23 1,766.53 7.50
3/31/90 66.584500 5 1,176.33 5.88 24 1,692.65 7.50
6/30/90 69.810600 6 1,227.16 6.14 25 1,766.80 7.50
9/30/90 63.726900 7 1,114.61 5.57 26 1,605.98 7.50
12/31/90 68.274000 0 1,000.00 8 1,188.18 5.94 27 1,712.54 7.50
3/31/91 75.464500 1 1,105.32 5.53 9 1,306.75 6.53 28 1,884.61 7.50
6/30/91 74.479100 2 1,085.43 5.43 10 1,283.23 6.42 29 1,852.60 7.50
9/30/91 83.400800 3 1,209.38 6.05 11 1,429.76 7.15 30 2,066.12 7.50
12/31/91 95.693800 4 1,380.69 6.90 12 1,632.30 7.50 31 2,362.06 7.50
3/31/92 89.401400 5 1,283.46 6.42 13 1,517.96 7.50 32 2,199.73 7.50
6/30/92 85.428700 6 1,220.29 6.10 14 1,443.34 7.22 33 2,094.82 7.50
9/30/92 87.306200 7 1,240.88 6.20 15 1,467.69 7.34 34 2,133.19 7.50
12/31/92 91.722200 0 1,000.00 8 1,297.12 6.49 16 1,534.22 7.50 35 2,233.21 7.50
3/31/93 94.746900 1 1,032.98 5.16 9 1,333.20 6.67 17 1,577.06 7.50 36 2,299.11 7.50
6/30/93 94.697000 2 1,027.27 5.14 10 1,325.83 6.63 18 1,568.74 7.50 37 2,290.40 7.50
9/30/93 100.718284 3 1,087.13 5.44 11 1,403.08 7.02 19 1,660.51 7.50 38 2,428.06 7.50
12/31/93 101.625374 4 1,091.43 5.46 12 1,408.64 7.04 20 1,667.90 7.50 39 2,442.36 7.50
Account Value: 1,085.98 1,401.60 1,660.40 2,434.86
Surrender Charge: 65.16 84.10 85.00 0.00
-------------------------------------------------------------------------------
Cash Value: 1,020.82 1,317.50 1,575.40 2,434.86
Average Annual Return 2.08% 9.63% 9.52% 9.64%
-------------------------------------------------------------------------------
</TABLE>
3/30/94 [MOP93PRF.XLW]Balanced
<PAGE>
Stock Fund
Standardized Performance for the Period Ending December 31, 1993
<TABLE>
<CAPTION>
B = One Year B = Three Years B = Five Years B = Ten Years
------------------ ------------------- ------------------- -------------------
Account Admin Account Admin Account Admin Account Admin
Date Unit Value t Value Charge t Value Charge t Value Charge t Value Charge
---- ---------- - ----- ------ - ----- ------ - ----- ------ - ----- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
6/30/83 30.045500
9/30/83 29.271400
12/31/83 28.645400 0 1,000.00
3/31/84 26.372800 1 920.66 4.60
6/30/84 26.123900 2 907.42 4.54
9/30/84 27.518300 3 951.07 4.76
12/31/84 27.669900 4 951.53 4.76
3/31/85 30.965200 5 1,059.53 5.30
6/30/85 32.814000 6 1,117.17 5.59
9/30/85 31.845700 7 1,078.78 5.39
12/31/85 36.665300 8 1,235.84 6.18
3/31/86 43.459500 9 1,457.52 7.29
6/30/86 46.907900 10 1,565.30 7.50
9/30/86 42.295700 11 1,404.63 7.02
12/31/86 42.321500 12 1,398.46 6.99
3/31/87 51.751800 13 1,701.53 7.50
6/30/87 54.774000 14 1,792.95 7.50
9/30/87 60.847400 15 1,983.43 7.50
12/31/87 44.893300 16 1,457.84 7.29
3/31/88 49.427200 17 1,597.05 7.50
6/30/88 52.180000 18 1,678.08 7.50
9/30/88 53.741500 19 1,720.57 7.50
12/31/88 54.608700 0 1,000.00 20 1,740.71 7.50
3/31/89 59.086700 1 1,082.00 5.41 21 1,875.34 7.50
6/30/89 65.846400 2 1,199.76 6.00 22 2,081.52 7.50
9/30/89 71.036900 3 1,287.86 6.44 23 2,237.51 7.50
12/31/89 67.824700 4 1,223.48 6.12 24 2,129.18 7.50
3/31/90 66.552000 5 1,194.51 5.97 25 2,081.86 7.50
6/30/90 70.010100 6 1,250.30 6.25 26 2,182.15 7.50
9/30/90 55.759800 7 990.83 4.95 27 1,732.01 7.50
12/31/90 61.601100 0 1,000.00 8 1,089.15 5.45 28 1,905.16 7.50
3/31/91 75.288000 1 1,222.19 6.11 9 1,324.49 6.62 29 2,319.30 7.50
6/30/91 73.393300 2 1,185.47 5.93 10 1,284.70 6.42 30 2,253.62 7.50
9/30/91 80.934400 3 1,300.74 6.50 11 1,409.62 7.05 31 2,476.91 7.50
12/31/91 83.748500 4 1,339.24 6.70 12 1,451.34 7.26 32 2,555.27 7.50
3/31/92 83.308900 5 1,325.55 6.63 13 1,436.50 7.18 33 2,534.39 7.50
6/30/92 80.407000 6 1,272.98 6.36 14 1,379.53 6.90 34 2,438.87 7.50
9/30/92 78.533600 7 1,237.10 6.19 15 1,340.65 6.70 35 2,374.73 7.50
12/31/92 85.274800 0 1,000.00 8 1,336.58 6.68 16 1,448.46 7.24 36 2,570.42 7.50
3/31/93 90.689700 1 1,063.50 5.32 9 1,414.34 7.07 17 1,532.73 7.50 37 2,725.67 7.50
6/30/93 93.379600 2 1,089.57 5.45 10 1,449.01 7.25 18 1,570.47 7.50 38 2,798.79 7.50
9/30/93 101.305512 3 1,176.14 5.88 11 1,564.14 7.50 19 1,695.63 7.50 39 3,028.21 7.50
12/31/93 105.009034 4 1,213.04 6.07 12 1,613.55 7.50 20 1,749.85 7.50 40 3,131.14 7.50
Account Value (Acct): 1,206.98 1,606.05 1,742.35 3,123.64
Surrender Charge (SC): 72.42 85.00 85.00 0.00
-------------------------------------------------------------------------------
Cash Value (CV): 1,134.56 1,521.05 1,657.35 3,123.64
Average Annual Return
(AAR): 13.46% 15.00% 10.63% 12.06%
-------------------------------------------------------------------------------
</TABLE>
3/30/94 [MOP93PRF.XLW]Stock
<PAGE>
Global Fund
Standardized Performance for the Period Ending December 31, 1993
<TABLE>
<CAPTION>
B = One Year B = Three Years B = Five Years Since Inception
------------------ ------------------- ------------------- -------------------
Account Admin Account Admin Account Admin Account Admin
Date Unit Value t Value Charge t Value Charge t Value Charge t Value Charge
---- ---------- - ----- ------ - ----- ------ - ----- ------ - ----- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
8/28/87 56.666600 0 1,000.00
9/30/87 56.183900 1 991.48 4.96
12/31/87 48.918900 2 858.96 4.29
3/31/88 52.407300 3 915.61 4.58
6/30/88 53.145200 4 923.86 4.62
9/30/88 52.834500 5 913.87 4.57
12/31/88 53.509400 0 1,000.00 6 920.91 4.60
3/31/89 57.243300 1 1,069.78 5.35 7 980.25 4.90
6/30/89 60.798900 2 1,130.55 5.65 8 1,035.93 5.18
9/30/89 67.195800 3 1,243.25 6.22 9 1,139.20 5.70
12/31/89 66.899300 4 1,231.57 6.16 10 1,128.50 5.64
3/31/90 65.483200 5 1,199.48 6.00 11 1,099.09 5.50
6/30/90 70.117900 6 1,277.95 6.39 12 1,171.00 5.85
9/30/90 58.431500 7 1,059.63 5.30 13 970.95 4.85
12/31/90 61.995300 0 1,000.00 8 1,118.64 5.59 14 1,025.02 5.13
3/31/91 71.884100 1 1,159.51 5.80 9 1,290.59 6.45 15 1,182.58 5.91
6/30/91 71.426900 2 1,146.37 5.73 10 1,275.97 6.38 16 1,169.18 5.85
9/30/91 77.359400 3 1,235.38 6.18 11 1,375.04 6.88 17 1,259.96 6.30
12/31/91 79.846500 4 1,268.72 6.34 12 1,412.15 7.06 18 1,293.96 6.47
3/31/92 77.922000 5 1,231.95 6.16 13 1,371.22 6.86 19 1,256.46 6.28
6/30/92 77.974700 6 1,226.62 6.13 14 1,365.29 6.83 20 1,251.02 6.26
9/30/92 76.102000 7 1,191.18 5.96 15 1,325.83 6.63 21 1,214.87 6.07
12/31/92 78.365000 0 1,000.00 8 1,220.46 6.10 16 1,358.43 6.79 22 1,244.74 6.22
3/31/93 85.901100 1 1,096.17 5.48 9 1,331.14 6.66 17 1,481.62 7.41 23 1,357.62 6.79
6/30/93 92.140700 2 1,169.91 5.85 10 1,420.69 7.10 18 1,581.30 7.50 24 1,448.96 7.24
9/30/93 101.144437 3 1,277.81 6.39 11 1,551.72 7.50 19 1,727.59 7.50 25 1,582.59 7.50
12/31/93 102.143286 4 1,283.98 6.42 12 1,559.47 7.50 20 1,737.07 7.50 26 1,590.65 7.50
Account Value: 1,277.56 1,551.97 1,729.57 1,583.15
Surrender Charge: 76.65 85.00 85.00 0.00
-------------------------------------------------------------------------------
Cash Value: 1,200.90 1,466.97 1,644.57 1,583.15
Average Annual Return 20.09% 13.63% 10.46% 7.51%
-------------------------------------------------------------------------------
</TABLE>
3/30/94 [MOP93PRF.XLW]Global
<PAGE>
Aggressive Stock Fund
Standardized Performance for the Period Ending December 31, 1993
<TABLE>
<CAPTION>
B = One Year B = Three Years B = Five Years Since Inception
------------------ ------------------- ------------------- -------------------
Account Admin Account Admin Account Admin Account Admin
Date Unit Value t Value Charge t Value Charge t Value Charge t Value Charge
---- ---------- - ----- ------ - ----- ------ - ----- ------ - ----- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
5/1/84 19.207100 0 1,000.00
6/30/84 18.559000 1 966.26 4.83
9/30/84 20.144400 2 1,043.56 5.22
12/31/84 20.137700 3 1,037.99 5.19
3/31/85 23.124300 4 1,185.98 5.93
6/30/85 25.149200 5 1,283.38 6.42
9/30/85 23.989000 6 1,218.05 6.09
12/31/85 28.791900 7 1,454.61 7.27
3/31/86 33.923300 8 1,705.29 7.50
6/30/86 37.765200 9 1,890.07 7.50
9/30/86 33.237500 10 1,656.86 7.50
12/31/86 35.054300 11 1,739.52 7.50
3/31/87 43.482200 12 2,148.44 7.50
6/30/87 44.914800 13 2,211.48 7.50
9/30/87 49.948900 14 2,451.00 7.50
12/31/87 34.659100 15 1,695.52 7.50
3/31/88 37.893400 16 1,845.55 7.50
6/30/88 39.065500 17 1,894.90 7.50
9/30/88 35.573000 18 1,718.66 7.50
12/31/88 34.522800 0 1,000.00 19 1,660.65 7.50
3/31/89 39.054900 1 1,131.28 5.66 20 1,870.17 7.50
6/30/89 44.273500 2 1,276.03 6.38 21 2,111.56 7.50
9/30/89 47.356200 3 1,358.05 6.79 22 2,250.57 7.50
12/31/89 49.323100 4 1,407.39 7.04 23 2,336.23 7.50
3/31/90 49.755400 5 1,412.62 7.06 24 2,349.14 7.50
6/30/90 56.049000 6 1,583.35 7.50 25 2,637.84 7.50
9/30/90 44.668800 7 1,255.89 6.28 26 2,096.27 7.50
12/31/90 52.149400 0 1,000.00 8 1,458.88 7.29 27 2,438.58 7.50
3/31/91 72.960400 1 1,399.06 7.00 9 2,030.86 7.50 28 3,401.23 7.50
6/30/91 70.233600 2 1,340.04 6.70 10 1,947.74 7.50 29 3,266.90 7.50
9/30/91 83.180800 3 1,579.14 7.50 11 2,297.92 7.50 30 3,860.25 7.50
12/31/91 96.250700 4 1,818.58 7.50 12 2,650.30 7.50 31 4,458.12 7.50
3/31/92 92.923400 5 1,748.48 7.50 13 2,551.44 7.50 32 4,296.76 7.50
6/30/92 84.099200 6 1,575.65 7.50 14 2,302.36 7.50 33 3,881.95 7.50
9/30/92 78.659900 7 1,466.73 7.33 15 2,146.44 7.50 34 3,623.86 7.50
12/31/92 91.948800 0 1,000.00 8 1,705.94 7.50 16 2,500.29 7.50 35 4,227.31 7.50
3/31/93 88.987000 1 967.79 4.84 9 1,643.73 7.50 17 2,412.50 7.50 36 4,083.88 7.50
6/30/93 94.520100 2 1,022.82 5.11 10 1,737.97 7.50 18 2,554.54 7.50 37 4,329.85 7.50
9/30/93 104.375526 3 1,123.83 5.62 11 1,910.91 7.50 19 2,812.61 7.50 38 4,773.03 7.50
12/31/93 105.901410 4 1,134.55 5.67 12 1,931.23 7.50 20 2,846.12 7.50 39 4,835.20 7.50
Account Value: 1,128.88 1,923.73 2,838.62 4,827.70
Surrender Charge: 67.73 85.00 85.00 0.00
-------------------------------------------------------------------------------
Cash Value: 1,061.15 1,838.73 2,753.62 4,827.70
Average Annual Return 6.11% 22.51% 22.46% 17.69%
-------------------------------------------------------------------------------
</TABLE>
3/30/94 [MOP93PRF.XLW]Aggressive Stock
<PAGE>
Conservative Investor's Fund
Standardized Performance for the Period Ending December 31, 1993
<TABLE>
<CAPTION>
B = One Year B = One Year Since Inception
------------------ ------------------- -------------------
Account Admin Account Admin Account Admin
Date Unit Value t Value Charge t Value Charge t Value Charge
---- ---------- - ----- ------ - ----- ------ - ----- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
10/2/89 67.809000 0 1,000.00
12/31/89 69.670800 1 1,027.46 5.14
3/31/90 68.643200 2 1,007.24 5.04
6/30/90 70.914300 3 1,035.36 5.18
9/30/90 68.948700 4 1,001.63 5.01
12/31/90 73.132100 0 1,000.00 5 1,057.09 5.29
3/31/91 74.988800 1 1,025.39 5.13 6 1,078.51 5.39
6/30/91 75.997600 2 1,033.99 5.17 7 1,087.55 5.44
9/30/91 81.150400 3 1,098.57 5.49 8 1,155.49 5.78
12/31/91 86.465000 4 1,164.67 5.82 9 1,225.00 6.13
3/31/92 83.547300 5 1,119.74 5.60 10 1,177.75 5.89
6/30/92 85.967000 6 1,146.41 5.73 11 1,205.80 6.03
9/30/92 89.919700 7 1,193.12 5.97 12 1,254.94 6.27
12/31/92 90.236000 0 1,000.00 8 1,191.33 5.96 13 1,253.05 6.27
3/31/93 94.386800 1 1,046.00 5.23 9 1,239.90 6.20 14 1,304.14 6.52
6/30/93 96.602000 2 1,065.20 5.33 10 1,262.66 6.31 15 1,328.07 6.64
9/30/93 99.509168 3 1,091.77 5.46 11 1,294.15 6.47 16 1,361.20 6.81
12/31/93 98.599020 4 1,076.37 5.38 12 1,275.91 6.38 17 1,342.01 6.71
Account Value: 1,070.99 1,269.53 1,335.30
Surrender Charge: 64.26 76.17 80.12
-------------------------------------------------------
Cash Value: 1,006.73 1,193.35 1,255.18
Average Annual Return 0.67% 6.07% 5.50%
-------------------------------------------------------
</TABLE>
3/30/94 [MOP93PRF.XLW]Conservative
<PAGE>
Growth Investor's Fund
Standardized Performance for the Period Ending December 31, 1993
<TABLE>
<CAPTION>
B = One Year B = Three Years Since Inception
------------------ ------------------- -------------------
Account Admin Account Admin Account Admin
Date Unit Value t Value Charge t Value Charge t Value Charge
---- ---------- - ----- ------ - ----- ------ - ----- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
10/2/89 52.147900 0 1,000.00
12/31/89 54.051300 1 1,036.50 5.18
3/31/90 54.236500 2 1,034.85 5.17
6/30/90 59.643800 3 1,132.33 5.66
9/30/90 53.136800 4 1,003.76 5.02
12/31/90 58.981400 0 1,000.00 5 1,108.59 5.54
3/31/91 68.565300 1 1,162.49 5.81 6 1,282.28 6.41
6/30/91 68.076400 2 1,148.43 5.74 7 1,266.77 6.33
9/30/91 76.091600 3 1,277.23 6.39 8 1,408.84 7.04
12/31/91 86.644100 4 1,447.08 7.24 9 1,596.20 7.50
3/31/92 83.062800 5 1,380.33 6.90 10 1,523.03 7.50
6/30/92 81.636000 6 1,349.84 6.75 11 1,489.50 7.45
9/30/92 85.437000 7 1,405.62 7.03 12 1,551.06 7.50
12/31/92 85.692100 0 1,000.00 8 1,468.25 7.34 13 1,620.43 7.50
3/31/93 94.704600 1 1,055.89 5.28 9 1,542.55 7.50 14 1,703.07 7.50
6/30/93 97.341600 2 1,079.86 5.40 10 1,577.80 7.50 15 1,742.78 7.50
9/30/93 101.789160 3 1,123.55 5.62 11 1,642.05 7.50 16 1,814.57 7.50
12/31/93 101.985735 4 1,120.09 5.60 12 1,637.70 7.50 17 1,810.56 7.50
Account Value: 1,114.49 1,630.20 1,803.06
Surrender Charge: 66.87 85.00 85.00
-------------------------------------------------------
Cash Value: 1,047.62 1,545.20 1,718.06
Average Annual Return 4.76% 15.61% 13.59%
-------------------------------------------------------
</TABLE>
3/30/94 [MOP93PRF.XLW]Growth
<PAGE>
Quality Bond Fund
Standardized Performance for the Period Ending December 31, 1993
<TABLE>
<CAPTION>
B = One Year Since Inception
------------------------ -------------------------
Account Admin Account Admin
Date Unit Value t Value Charge t Value Charge
- ---- ---------- - ----- ------ - ----- ------
<S> <C> <C> <C> <C> <C> <C> <C>
3/31/91
6/30/91
9/30/91
12/31/91
3/31/92
6/30/92
9/30/92
12/31/92
3/31/93
6/30/93
10/1/93 99.616618 0 1,000.00
12/31/93 98.776483 1 991.57 4.96
Account Value: 986.61
Surrender Charge: 59.20
-------------------------------------------------------
Cash Value: 927.4120
Average Annual Return: -26.10%
...................................-------------------------------------------------------
</TABLE>
4/6/94 Momentum Plus [MOP93PRF.XLW]Quality Bond
<PAGE>
Growth & Income Fund
Standardized Performance for the Period Ending December 31, 1993
<TABLE>
<CAPTION>
B = One Year Since Inception
------------------------ -------------------------
Account Admin Account Admin
Date Unit Value t Value Charge t Value Charge
- ---- ---------- - ----- ------- - ----- ------
<S> <C> <C> <C> <C> <C> <C> <C>
3/31/91
6/30/91
9/30/91
12/31/91
3/31/92
6/30/92
9/30/92
12/31/92
3/31/93
6/30/93
10/1/93 101.380093 0 1000.0000
12/31/93 100.780312 1 994.0838 4.9704
Account Value: \ 989.1134
Surrender Charge: 59.34680
-------------------------------------------------------
Cash Value: 929.766609
Average Annual Return: -25.34%
-------------------------------------------------------
</TABLE>
4/6/94 Momentum Plus [MOP93PRF.XLW]Growth & Income
