EX-99.A(5)(B) 3 c62967apex99-a5b.txt VARIABLE WHOLE LIFE INSURANCE POLICY 1 Exhibit A(5)(b) ================================================================================ The Northwestern Mutual Life Insurance Company agrees to pay the benefits provided in this policy, subject to its terms and conditions. Signed at Milwaukee, Wisconsin on the Date of Issue. /s/ James D. Ericson /s/ John M. Bremer PRESIDENT AND C.E.O. SECRETARY VARIABLE WHOLE LIFE POLICY WITH ADDITIONAL PROTECTION Eligible For Annual Dividends Insurance payable at death of Insured. Premiums payable for period shown on page 3. Benefits reflect investment results. Variable benefits described in Sections 1, 3, 6, 7 and 8. THE DEATH BENEFIT MAY INCREASE OR DECREASE DAILY DEPENDING ON INVESTMENT RESULTS. HOWEVER, IF NO PREMIUM IS UNPAID AS OF ITS DUE DATE, THE DEATH BENEFIT WILL NOT BE LESS THAN THE MINIMUM GUARANTEED DEATH BENEFIT SHOWN ON PAGE 3, LESS ANY POLICY DEBT. THE CASH VALUE UNDER THIS POLICY MAY INCREASE OR DECREASE DAILY DEPENDING ON INVESTMENT RESULTS. THERE IS NO GUARANTEED MINIMUM CASH VALUE. Right To Return Policy - Please read this policy carefully. The policy may be returned by the Owner for any reason within (1) ten days after it was received or (2) forty-five days after the application was signed, whichever is later. The policy may be returned to your agent or to the Home Office of the Company at 720 East Wisconsin Avenue, Milwaukee, WI 53202. If returned, the policy will be considered void from the beginning. Any premium paid will then be refunded. NORTHWESTERN MUTUAL LIFE (TM) ================================================================================ Insured John J Doe Age and Sex 35 Male - SN Policy Date July 31, 2001 Policy Number 12 345 678 Plan Variable Whole Life Initial Total With Additional Protection Death Benefit $ 150,530 2 This policy is a legal contract between the Owner and The Northwestern Mutual Life Insurance Company. Read your policy carefully. GUIDE TO POLICY PROVISIONS BENEFITS AND PREMIUMS SECTION 1. THE CONTRACT Life Insurance Benefit payable on death of Insured. Incontestability. Suicide. Definition of dates. SECTION 2. OWNERSHIP Rights of the Owner. Assignment as collateral. SECTION 3. ADDITIONAL PROTECTION Description of Additional Protection. Reduction by Company. Owners right to continue existing protection. SECTION 4. PREMIUMS AND REINSTATEMENT Payment of premiums. Grace period of 31 days to pay premium. Amount of premium and premium adjustments. Unscheduled additional premium payments. Premium suspension. How to reinstate the policy. SECTION 5. DIVIDENDS Annual dividends. Use of dividends. Dividend at death. SECTION 6. THE SEPARATE ACCOUNT The Separate Account and the investment divisions. Allocation of net premiums, dividends and deductions. Transfer of assets. SECTION 7. DETERMINATION OF VALUES Policy Value. Cost of insurance charges. Excess amount. Variable paid-up additional insurance. SECTION 8. CASH VALUES AND PAID-UP INSURANCE Cash value. Paid-up insurance if premium is not paid. Surrender. SECTION 9. LOANS AND WITHDRAWALS Policy loans. Interest on loans. Withdrawals. SECTION 10. EXCHANGE OF POLICY SECTION 11. BENEFICIARIES Naming and change of beneficiaries. Marital deduction provision for spouse of Insured. Succession in interest of beneficiaries. SECTION 12. PAYMENT OF POLICY BENEFITS Payment of death or surrender proceeds. Payment plans for policy proceeds. Right to increase income under payment plans. Guaranteed payment tables. ADDITIONAL BENEFITS (if any) APPLICATION 3 BENEFITS AND PREMIUMS DATE OF ISSUE - JULY 31, 2001
Initial Annual Payable Plan and Additional Benefits Amount Premiums for Variable Whole Life With Additional Protection Minimum Guaranteed Death Benefit $100,000 $1,347.00 Life Additional Protection 50,000* 189.00 Life Premiums To Increase Policy Value Scheduled Additional Premium 1,000.00 Life Excess Amount 519# Initial Totals $150,519# $2,536.00
* This amount of Additional Protection is guaranteed to July 31, 2012 unless the guaranteed period is terminated sooner under section 3.1. To continue this amount of Additional Protection after July 31, 2012, an increased premium may be required under section 3.2. # This amount may increase or decrease daily depending on investment results. A premium is payable July 31, 2001 and every July 31 after that. The first premium is $2,536.00. The initial minimum premium is $1,536.00. This policy is issued on a select basis. Direct Beneficiary Jane M Doe, spouse of the Insured Owner John J Doe, the Insured Insured John J Doe Age and Sex 35 Male Policy Date July 31, 2001 Policy Number 12 345 678 Plan Variable Whole Life Initial Total With Additional Protection Death Benefit $ 150,519 Page 3 4 POLICY NUMBER 12 345 678 -LIST OF CONTRACTUAL MINIMUMS- The minimum increase in the scheduled additional premium is $100.00. The minimum unscheduled additional premium is $100.00. The mimimum withdrawal amount is $250.00. TABLE OF DEDUCTIONS FROM ANNUAL PREMIUMS (see section 4.5) an amount not more than $114.00; plus an amount not more than 8% of the remainder of the premium TABLE OF DEDUCTIONS FROM ADDITIONAL PREMIUMS (see section 4.5) an amount not more than 8% TABLE OF CHARGES UNDER PREMIUM SUSPENSION (see section 7.1) if premiums are suspended as described in section 4.6. an amount of not more than $104.88 per year TABLE OF SURRENDER CHARGES (see section 8.1)
Following Payment Policy of Premium Due on Surrender Year July 31, Charge 1 2001 $ 703.80 2 2002 716.10 3 2003 728.40 4 2004 740.70 5 2005 753.00 6 2006 711.00 7 2007 669.00 8 2008 627.00 9 2009 585.00 10 2010 543.00 11 2011 434.40 12 2012 325.80 13 2013 217.20 14 2014 108.60 15 and later 2015 0.00
Page 4 5 POLICY NUMBER 12 345 678 TABLE OF COST OF INSURANCE RATES
Beginning Beginning of Policy of Policy Year July 31, Rate Year July 31, Rate 1 2001 .00169 36 2036 .03463 2 2002 .00177 37 2037 .03891 3 2003 .00188 38 2038 .04256 4 2004 .00200 39 2039 .04744 5 2005 .00214 40 2040 .05292 6 2006 .00229 41 2041 .05880 7 2007 .00247 42 2042 .06506 8 2008 .00265 43 2043 .07164 9 2009 .00286 44 2044 .07847 10 2020 .00307 45 2045 .08572 11 2011 .00332 46 2046 .09367 12 2012 .00359 47 2047 .10252 13 2013 .00388 48 2048 .11252 14 2014 .00419 49 2049 .12379 15 2015 .00454 50 2050 .13611 16 2016 .00491 51 2051 .14920 17 2017 .00535 52 2052 .16280 18 2018 .00586 53 2053 .17679 19 2019 .00643 54 2054 .19089 20 2020 .00709 55 2055 .20529 21 2021 .00782 56 2056 .22019 22 2022 .00863 57 2057 .23584 23 2023 .00949 58 2058 .25275 24 2024 .01042 59 2059 .27163 25 2025 .01147 60 2060 .29565 26 2026 .01264 61 2061 .32996 27 2027 .01394 62 2062 .38455 28 2028 .01542 63 2063 .48020 29 2029 .01711 64 2064 .65798 30 2030 .01902 65 2065 1.00000 31 2031 .02113 32 2032 .02340 33 2033 .02586 34 2034 .02850 35 2035 .03138
QQ.VCL Page 5 6 POLICY NUMBER 12 345 678 TABLE OF MAXIMUM ANNUAL PREMIUMS PER $1,000 OF TERM INSURANCE
Beginning Beginning of Policy of Policy Year July 31, Rate Year July 31, Rate 11 2011 $ 3.59 41 2041 $ 61.58 12 2012 3.88 42 2042 68.12 13 2013 4.18 43 2043 75.00 14 2014 4.50 44 2044 82.14 15 2015 4.87 45 2045 89.72 16 2016 5.26 46 2046 98.02 17 2017 5.72 47 2047 107.27 18 2018 6.25 48 2048 117.73 19 2019 6.85 49 2049 129.50 20 2020 7.54 50 2050 142.38 21 2021 8.30 51 2051 156.06 22 2022 9.14 52 2052 170.28 23 2023 10.04 53 2053 184.90 24 2024 11.02 54 2054 199.63 25 2025 12.11 55 2055 214.68 26 2026 13.34 56 2056 230.26 27 2027 14.69 57 2057 246.61 28 2028 16.24 58 2058 264.29 29 2029 18.01 59 2059 284.02 30 2030 20.00 60 2060 309.12 31 2031 22.21 61 2061 344.98 32 2032 24.58 62 2062 402.04 33 2033 27.15 63 2063 502.01 34 2034 29.21 64 2064 687.81 35 2035 32.92 65 2065 1,000.00 36 2036 36.32 37 2037 40.79 38 2038 44.61 39 2039 49.71 40 2040 55.43
The last term premium increase date is July 31, 2045. QQ.VCL Page 6 7 POLICY NUMBER 12 345 678 THE SEPARATE ACCOUNT (see section 6.1) Account Divisions Select Bond Division Templeton International Equity Division Money Market Division Balanced Division Index 500 Stock Division Aggressive Growth Stock Division High Yield Bond Division Growth Stock Division JP Morgan Select Growth and Income Division Index 400 Stock Division Small Cap Growth Stock Division Russell Multi-Style Equity Division Russell Aggressive Equity Division Russell Non-US Division Russell Real Estate Securities Division Russell Core Bond Division Asset Allocation Division International Growth Stock Division T. Rowe Price Small Cap Value Division Capital Guardian Domestic Equity Division The maximum number of Divisions for allocation is ten. The initial allocation date as used in section 6.2 is August 15, 2001. The maximum transfer fee is $ 25.00. The maximum withdrawal charge is $ 25.00. See section 9.8. QQ.VCL Page 7 8 POLICY NUMBER 12 345 678 TABLE OF TABULAR VALUES PER $1.00 OF INSURANCE
End End of Policy Tabular of Policy Tabular Year July 31, Value Year July 31, Value 1 2002 .01018 36 2037 .56194 2 2003 .02070 37 2038 .57992 3 2004 .03155 38 2039 .59785 4 2005 .04275 39 2040 .61536 5 2006 .05428 40 2041 .63237 6 2007 .06617 41 2042 .64887 7 2008 .07839 42 2043 .66487 8 2009 .09096 43 2044 .68042 9 2010 .10388 44 2045 .69559 10 2011 .11718 45 2046 .71045 11 2012 .13083 46 2047 .72495 12 2013 .14484 47 2048 .73904 13 2014 .15922 48 2049 .75262 14 2015 .17389 49 2050 .76555 15 2016 .18910 50 2051 .77777 16 2017 .20461 51 2052 .78929 17 2018 .22047 52 2053 .80018 18 2019 .23667 53 2054 .81054 19 2020 .25318 54 2055 .82055 20 2021 .26998 55 2056 .83041 21 2022 .28705 56 2057 .84031 22 2023 .30438 57 2058 .85052 23 2024 .32197 58 2059 .86134 24 2025 .33982 59 2060 .87320 25 2026 .35789 60 2061 .88639 26 2027 .37617 61 2062 .90105 27 2028 .39463 62 2063 .91703 28 2029 .41321 63 2064 .93375 29 2030 .43187 64 2065 .95015 30 2031 .45054 65 2066 1.00000 31 2032 .46920 32 2033 .48783 33 2034 .50643 34 2035 .52499 35 2036 .54352
The mortality basis is the Commissioners 1980 Standard Ordinary Mortality Table for male nonsmokers. The annual effective interest rate used to calculate quantities (a) and (b) of section 4.6 is 6%. All other net single premiums and tabular values are based on an annual effective interest rate of 4%. All values assume that claims are paid at the end of policy years. The nonforfeiture factor is .01139284. QQ.VCL Page 8 9 SECTION 1. THE CONTRACT 1.1 LIFE INSURANCE BENEFIT The Northwestern Mutual Life Insurance Company will pay a benefit on the death of the Insured. Subject to the terms and conditions of the policy: o payment of the death proceeds will be made after proof of the death of the Insured is received at the Home Office; and o payment will be made to the beneficiary or other payee under Sections 11 and 12. The amount of the death proceeds when all premiums due have been paid will be: o the Insurance Amount; plus o the amount of variable paid-up additional insurance under Section 7.4; less o if premiums are not paid on an annual basis, an adjustment for any premiums used to purchase variable paid-up additional insurance that are due later in the policy year; plus o the amount of any dividend at death (Section 5.3); less o the amount of any policy debt (Section 9.3). These amounts will be determined as of the date of death. The Insurance Amount will be the greater of (a) and (b) where: (a) is the sum of: o the Minimum Guaranteed Death Benefit shown on page 3; plus o the amount of Additional Protection then in force under Section 3; plus o the Excess Amount determined under Section 7.3; and (b) is the amount of paid-up insurance which could be purchased by the Policy Value applied as a net single premium using the basis of values shown on page 8. If premiums are not paid on an annual basis, this amount of paid-up insurance will be reduced by an adjustment for any premiums due later in the policy year. The amount of the death proceeds when the Insured dies during the grace period following the due date of an a unpaid premium will be: o the amount determined above assuming the overdue premium had been paid; less o the amount of the unpaid premium. The amount of the death proceeds when the Insured dies while the policy is in force as paid-up insurance will be determined under Section 8. 1.2 ENTIRE CONTRACT; CHANGES This policy with the attached application is the entire contract. Statements in the application are representations and not warranties. A change in the policy is valid only if it is approved in writing by an officer of the Company. The Company may require that the policy be sent to it for endorsement to show a change. No agent has the authority to change the policy or to waive any of its terms. 1.3 INCONTESTABILITY The Company will not contest insurance under this policy after the insurance has been in force during the lifetime of the Insured for two years from the Date of Issue. In issuing the insurance, the Company has relied on the application. While the insurance is contestable, the Company, on the basis of a misstatement in the application, may rescind the insurance or deny a claim. 1.4 SUICIDE If the Insured dies by suicide within one year from the Date of Issue, the amount payable by the Company will be limited to the premiums paid, less the amount of any policy debt and withdrawals and less the cash value of any variable paid-up insurance surrendered. 1.5 POLICY DATE AND DATE OF ISSUE Policy months, years and anniversaries are computed from the Policy Date. The contestable and suicide periods begin with the Date of Issue. These dates are shown on page 3. The Date of Issue for any increase in insurance issued under Additional Premiums Scheduled After Issue (Section 4.2) or any Optional Unscheduled Additional Premium (Section 4.3) will be shown on an amendment to the Schedule of Benefits and Premiums. 1.6 MISSTATEMENT OF AGE If the age or sex of the Insured has been misstated, the amount payable will be the amount which the premiums paid would have purchased at the correct age. 1.7 PAYMENTS BY THE COMPANY All payments by the Company under this policy are payable at its Home Office. 1.8 INSURABILITY REQUIREMENTS To make some changes under this policy, the Insured must meet the Company's insurability requirements. These requirements are as follows: o evidence of insurability must be given that is satisfactory to the Company; and o under the Company's underwriting standards, the Insured is in an underwriting classification that is the same as, or is better than, the one for this policy. 9 10 SECTION 2. OWNERSHIP 2.1 THE OWNER The Owner is named on page 3. The Owner, his successor or his transferee may exercise policy rights without the consent of any beneficiary. After the death of the Insured, policy rights may be exercised only as provided in Sections 11 and 12. 2.2 TRANSFER OF OWNERSHIP The Owner may transfer the ownership of this policy. Written proof of transfer satisfactory to the Company must be received at its Home Office. The transfer will then take effect as of the date that it was signed. The Company may require that the policy be sent to it for endorsement to show the transfer. 2.3 COLLATERAL ASSIGNMENT The Owner may assign this policy as collateral security. The Company is not responsible for the validity or effect of the collateral assignment. The Company will not be responsible to an assignee for any payment or other action taken by the Company before receipt of the assignment in writing at its Home Office. The interest of any beneficiary will be subject to any collateral assignment made either before or after the beneficiary is named. The collateral assignee is not an Owner. A collateral assignment is not a transfer of ownership. Ownership can be transferred only by complying with Section 2.2. SECTION 3. ADDITIONAL PROTECTION 3.1 ADDITIONAL PROTECTION Additional Protection is insurance guaranteed for the period shown on page 3. The initial amount of and premium for Additional Protection are shown on page 3. Additional Protection will terminate on any policy anniversary on which: o the Owner has directed that dividends be used other than to increase Policy Value; and o the policy does not have Excess Amount. 3.2 REDUCTION BY COMPANY; OWNER'S RIGHT TO CONTINUE EXISTING PROTECTION For any policy year after the end of the guaranteed period, the Company may reduce the amount of Additional Protection if, at the attained age of the Insured: o the net annual policy premium; plus o the excess, if any, of: o the Policy Value 25 days before the policy anniversary plus any dividend payable on the policy anniversary; over o the tabular value of the Minimum Guaranteed Death Benefit on the policy anniversary; is less than: o the Minimum Guaranteed Death Benefit times the nonforfeiture factor (shown on page 8); plus o that portion of the cost of insurance charge for the Insurance Amount which the Company determines applies to Additional Protection. The amount of Additional Protection will be reduced to equal the amount of term insurance which could be purchased by the premium for Additional Protection plus any dividend payable on the policy anniversary. The premium rates for term insurance will not be more than the rates shown on page 6. The Company will send written notice of the reduction. The Owner may prevent a reduction that would occur on or before the last term insurance premium increase date shown on page 6. This may be done by the payment of an increased minimum premium as determined under Section 4.2. The increased premium will be payable for the remainder of the premium paying period. The premium must be received at the Home Office within 31 days of the date the reduction would take effect. The right of the Owner to continue the amount of Additional Protection will terminate as of the first policy anniversary on which the Owner fails to pay an increased premium when due. SECTION 4. PREMIUMS AND REINSTATEMENT 4.1 PREMIUM PAYMENT Payment. All premiums after the first are payable at the Home Office or to an authorized agent. A receipt signed by an officer of the Company will be furnished on request. A premium must be paid on or before its due date. The date when each premium is due and the number of years for which premiums are payable are described on page 3. No premiums may be paid while this policy is in force as paid-up insurance under Section 8, except as provided in Reinstatement (Section 4.7). Frequency. Premiums are payable annually. Premiums may be paid on any other frequency, with the consent of the Company. Grace Period. A grace period of 31 days will be allowed to pay a premium that is not paid on its due date. The policy will be in full force during this period. If a premium is paid during the grace period, policy values will be the same as if the premium had been paid on the premium due date. If the Insured dies during the grace period, any overdue premium will be paid from the proceeds of the policy. If a premium is not paid within the grace period, and the policy does not qualify for Premium Suspension (Section 4.6), the policy will terminate as of the due date unless it continues as paid-up insurance under Section 8. 10 11 4.2 AMOUNT OF PREMIUM; ADJUSTMENTS Scheduled and Minimum Premiums. The premium due on this policy is the scheduled premium plus any required unscheduled additional premium due under Section 4.4. The scheduled premium is the sum of the minimum premium, any scheduled additional premium used to purchase variable paid-up additional insurance or to increase Policy Value, and any premium that is due for any additional benefit that is a part of this policy. The minimum premium is the premium for the Minimum Guaranteed Death Benefit and Additional Protection. The premium amounts at issue are shown on page 3. An increase in the minimum premium under Section 3.2 will be determined by adding the premium for the Minimum Guaranteed Death Benefit to the term insurance premium for the amount of Additional Protection at the attained age of the Insured. The premium rates for term insurance will not be more than the rates shown on page 6. The minimum premium will not be increased after the last term insurance premium increase date shown on page 6. Additional Premiums Scheduled At Issue. This policy may have been issued with level additional premiums in excess of the minimum premium. The amount of these additional premiums is shown on page 3. Additional Premiums Scheduled After Issue. The Owner may pay additional premiums by requesting that the level premium payable on the policy be increased. An increase in the level amount may be made at any time before the policy anniversary that is nearest to the 85th birthday of the Insured. The minimum amount of increase is shown on page 4. Additional premiums may be scheduled only if, at the time the increases are applied for: o the insurance in force after applying the scheduled additional premiums will be within the Company's issue limit; and o the Company's insurability requirements are met. Owner's Right To Decrease Scheduled Additional Premiums. The Owner may decrease the amount of additional premium scheduled at issue or after issue. This may be done at any time by written request sent to the Home Office. Later increases in the level amount may be made only as provided in the preceding paragraph. Effective Date. A premium change will take effect on the first premium due date that follows the receipt at the Home Office of the Owner's written request for change. When the Owner increases or decreases premiums, the Company will send an amendment to the Schedule of Benefits and Premiums. Additional Premiums Used To Purchase Paid-Up Additional Insurance Or Increase Policy Value. As directed by the Owner each scheduled additional premium paid will be used to purchase variable paid-up additional insurance or to increase Policy Value as shown on page 3. The Owner may change this direction by written notice sent to the Home Office, subject to evidence of insurability. The purchase or increase will be made as of the policy anniversary. 4.3 OPTIONAL UNSCHEDULED ADDITIONAL PREMIUM Unscheduled additional premiums may be paid to the Company at any time before the policy anniversary that is nearest to the Insured's 85th birthday. An unscheduled additional premium may be paid only if, at the time the premium is paid: o the insurance in force after applying the unscheduled additional premium will be within the Company's issue limits; and o the Company's insurability requirements are met. Each unscheduled additional premium may not be less than the minimum amount shown on page 4. As directed by the Owner, each net unscheduled additional premium will be used, as of the date the premium is received by the Company, to purchase variable paid-up additional insurance or to increase Policy Value. 4.4 REQUIRED UNSCHEDULED ADDITIONAL PREMIUM If a withdrawal has been made, the Company may require an unscheduled additional premium to be paid. The due date of the required unscheduled additional premium is the policy anniversary following written notice by the Company. The net unscheduled additional premium will be used to increase Policy Value. The amount of required unscheduled additional premium due on a policy anniversary will be the lesser of (a) and (b) where: (a) is o the tabular value for the Minimum Guaranteed Death Benefit; minus o the Policy Value, 25 days prior to the anniversary; and (b) is o the accumulation at 4% annual interest of all amounts withdrawn; minus o the accumulation at 4% annual interest of all additional premiums used to increase Policy Value. If either (a) or (b) is zero or less than zero, no unscheduled additional premium will be required. 4.5 NET PREMIUMS Net Annual Policy Premium. The net annual policy premium is: o the annual premium for the Minimum Guaranteed Death Benefit; plus o the annual premium for Additional Protection; plus o the annual scheduled additional premium used to increase Policy Value; less o deductions for expenses; less o deductions for any classified mortality. The deductions for expenses and classified mortality will not be more than the amounts shown in the Table of Deductions from Annual Premiums shown on page 4. 11 12 Net Scheduled Additional Premium Used to Purchase Variable Paid-up Insurance. A net scheduled additional premium used to purchase variable paid-up insurance is: o the annual scheduled additional premium used to purchase additional insurance; less o deductions for expenses; less o any classified mortality charge. The deductions for expenses and the charge for classified mortality will not be more than the amounts shown in the Table of Deductions from Additional Premiums shown on page 4. Net Unscheduled Additional Premium. A net unscheduled additional premium is: o an optional or required unscheduled additional premium; less o deductions for expenses; less o any classified mortality charge. The deductions for expenses and the charge for classified mortality will not be more than the amounts shown in the Table of Deductions from Additional Premiums shown on page 4. 4.6 PREMIUM SUSPENSION A policy qualifies for premium suspension if at the end of the grace period: o the Excess Amount as of 25 days prior to the previous policy anniversary is greater than or equal to one year's minimum premium plus one year's premium for any additional benefits; o the Company determines that the Policy Value 25 days prior to the previous policy anniversary is greater than the sum of (a) plus (b) where: (a) is the net single premium on that anniversary for the Insurance Amount. This net single premium will be calculated using the basis of values for premium suspension shown on page 8; and (b) is the present value of charges for premium suspension for all future years. The present value will be calculated using: o amounts which the Company is then charging for premium suspension; and o the basis of values for premium suspension shown on page 8; and o no withdrawals have been made after a date 25 days prior to the previous policy anniversary. If a policy qualifies for premium suspension: o the scheduled premium otherwise currently due does not need to be paid; and o the policy will not terminate because of the failure to pay the premium. The Owner may pay unscheduled additional premiums as provided under Section 4.3. While premiums are being suspended, contract charges will be deducted from the Policy Value on each policy anniversary, subject to the maximum charges shown on page 4. If the premium frequency is other than annual, a deduction will be made from Policy Value to pay a premium for the remainder of the policy year and the premium frequency will be changed to annual. The payment of premiums must resume as of a policy anniversary if either: o the Excess Amount as of 25 days prior to a policy anniversary is less than the sum of one year's minimum premium plus one year's premium for any additional benefits; or o the Owner elects to end premium suspension by written request sent to the Home Office. If a withdrawal of Policy Value is made, premiums will no longer be suspended unless the policy requalifies for premium suspension as of the next policy anniversary. 4.7 REINSTATEMENT This policy may be reinstated within three years after the due date of the overdue premium. All unpaid minimum premiums and premiums for any additional benefits that are a part of this policy (and interest as required below) must be received by the Company while the Insured is alive. The policy may not be reinstated if the policy was surrendered. After reinstatement, the policy will have the same Minimum Guaranteed Death Benefit, Additional Protection, Policy Value and variable paid-up additional insurance as if: o all minimum premiums had been paid when due; o investment earnings for all Divisions, less charges against the Separate Account, had been credited at an annual effective interest rate of 4% from the due date of the overdue premium until the date of reinstatement; and o loan interest, less charges by the Company for expenses and taxes, had been credited to Policy Value and to the cash value of variable paid-up additional insurance at an annual effective interest rate of 4%, from the due date of the overdue premium until the date of reinstatement. In addition, for the policy to be reinstated more than 31 days after the end of the grace period, the Company's insurability requirements must be met and an amount must be paid equal to the greater of: o all unpaid minimum premiums and premiums for additional benefits with interest from the due date of each premium at an annual effective rate of 5%; and o 110% of the excess of the cash value of the policy upon reinstatement over the cash value of the policy just before reinstatement, plus all unpaid premiums for additional benefits with interest from the due date of each premium at an annual effective rate of 5%. Any policy debt on the due date of the overdue premium, with interest at an annual effective interest rate of 5% from that date, must be repaid or reinstated. 12 13 SECTION 5. DIVIDENDS 5.1 ANNUAL DIVIDENDS This policy will share in the divisible surplus of the Company. This surplus is determined each year. This policy's share will be credited as a dividend on the policy anniversary. 5.2 USE OF DIVIDENDS Policy In Force As Variable Whole Life With Additional Protection. If Additional Protection is in force and there is no Excess Amount, dividends will be used to increase Policy Value. If Additional Protection is not in force, or if there is Excess Amount, dividends may be paid in cash or used for one of the following: o Policy Value. Dividends will be used to increase Policy Value. o Paid-Up Additional Insurance. Dividends will purchase variable benefit paid-up additional insurance. o Premium Payment. Dividends will be used to reduce premiums. If the dividend is greater than the premium, the balance will be used to increase Policy Value. Other uses of dividends may be made available by the Company. If no direction is given for the use of dividends, they will be used to increase Policy Value. Policy In Force As Fixed Benefit Paid-Up Insurance. Dividends may be paid in cash or used to purchase fixed benefit paid-up additional insurance. Other uses of dividends may be made available by the Company. If no direction is given for the use of dividends, they will be used to purchase fixed benefit paid-up additional insurance. Policy In Force As Variable Benefit Paid-Up Insurance. Dividends may be paid in cash or used to purchase variable paid-up additional insurance. Other uses of dividends may be made available by the Company. If no direction is given for the use of dividends, they will be used to purchase variable paid-up additional insurance. 5.3 DIVIDEND AT DEATH If a dividend is payable for the period from the beginning of the policy year to the date of the Insured's death, the dividend is payable as part of the policy proceeds. SECTION 6. THE SEPARATE ACCOUNT 6.1 DESCRIPTION The Northwestern Mutual Variable Life Account (the Separate Account) has been established by the Company pursuant to Wisconsin law and is registered as a unit investment trust under the Investment Company Act of 1940. The Separate Account has several Divisions, as shown on page 7. Assets of the Separate Account are invested in shares of Northwestern Mutual Series Fund, Inc. (the Fund). The Fund is registered under the Investment Company Act of 1940 as an open-end, diversified investment company. The Fund has one Portfolio for each Division. Assets of each Division of the Separate Account are invested in shares of the corresponding Portfolio of the Fund. Shares of the Fund are purchased for the Separate Account at their net asset value. The Company may make available additional Divisions and Portfolios. Assets will be allocated to the Separate Account to support the operation of this policy (except when in force as fixed benefit paid-up insurance) and other variable life insurance policies. Assets may also be allocated for other purposes, but not to support the operation of any contracts or policies other than variable life insurance. Income and realized and unrealized gains and losses from assets in the Separate Account are credited to or charged against it without regard to other income, gains or losses of the Company. The assets of the Separate Account will be valued on each valuation day. They are the property of the Company. The portion of these assets equal to policy reserves and liabilities will not be charged with liabilities arising out of any other business the Company may conduct. The Company reserves the right to transfer assets of the Separate Account in excess of these reserves and liabilities to its General Account. The Owner may exchange this policy for a fixed benefit life insurance policy if the Fund changes its investment advisor or if a Portfolio has a material change in its investment objectives or restrictions. The Company will notify the Owner if there is any such change. The Owner may exchange this policy within 60 days after the notice or the effective date of the change, whichever is later. If, in the judgment of the Company, a Portfolio no longer suits the purposes of this policy due to a change in its investment objectives or restrictions, the Company may substitute shares of another Portfolio of the Fund or shares of another mutual fund. Any such substitution will be subject to any required approval of the Securities and Exchange Commission (SEC), the Wisconsin Commissioner of Insurance or other regulatory authority. The Company also may, to the extent permitted by applicable laws and regulations (including any order of the SEC), make changes as follows: o the Separate Account or a Division may be operated as a management company under the Investment Company Act of 1940, or in any other form permitted by law, if deemed by the Company to be in the best interest of the policyowners. o the Separate Account may be deregistered under the Investment Company Act of 1940 in the event registration is no longer required. o the provisions of this and other policies may be modified to comply with any other applicable federal or state laws. 13 14 In the event of a substitution or change, the Company may make appropriate endorsement of this and other policies having an interest in the Separate Account and take other actions as may be necessary to effect the substitution or change. 6.2 ALLOCATION OF NET PREMIUMS, DIVIDENDS AND DEDUCTIONS The first net annual policy premium and any net scheduled additional premium used to purchase variable paid-up insurance will be allocated to the Money Market Division on the Policy Date. Any net unscheduled additional premium received prior to the Initial Allocation Date will be allocated to the Money Market Division on the later of the Policy Date and the date the Company receives the premium. The Initial Allocation Date is shown on page 7. On the Initial Allocation Date, amounts in the Money Market Division will be allocated in accordance with the application. This allocation will remain in effect for later net premiums unless changed by the Owner by written request. Any change in allocation will be in effect for net premiums credited to the policy following the receipt of the written request at the Home Office. Allocations must be in whole percentages. If a Division is to receive an allocation, the allocation must be at least 10%. An allocation will not be permitted that results in assets invested for this policy being apportioned among more than the maximum number of Divisions for allocation shown on page 7. Any deduction from Policy Value or from the value of variable paid-up additional insurance, other than a decrease due to investment results, will be allocated in proportion to the values in the Divisions. 6.3 TRANSFER OF ASSETS On or after the Initial Allocation Date, the Owner may transfer the assets (other than policy debt) invested for this policy to any of the Divisions, as long as these assets, following the transfer, are allocated among not more than the maximum number of Divisions for allocation shown on page 7. Transfers may be made as often as twelve times in a policy year. The transfer will take effect on the date a written request is received in the Home Office. A fee may be required. The maximum fee is shown on page 7. SECTION 7. DETERMINATION OF VALUES 7.1 POLICY VALUE On the Policy Date, the Policy Value is equal to the net annual policy premium plus any net unscheduled additional premium credited to Policy Value on the Policy Date, less the cost of insurance charge. On any day after that, the Policy Value is equal to what it was on the previous day plus these items: o any increase due to investment results of all amounts invested in all Divisions for the Policy Value; o interest on the Policy Value's share of policy debt at an annual rate equal to the loan interest rate less a charge by the Company for expenses and taxes; o on each policy anniversary, if the premium due is paid within the grace period, the net annual policy premium; o any net unscheduled additional premium used to increase Policy Value credited that day; o any policy dividend payable on that day directed to increase Policy Value; and o any amounts transferred to Policy Value from variable paid-up additional insurance; and minus any of these items applicable on that day: o any decrease due to investment results of all amounts invested in all Divisions for the Policy Value; o a charge against the Separate Account at a rate of not more than 0.0016389% a day (0.60% a year) for mortality and expense risks that the Company assumes; o any amount charged against the Separate Account for taxes; o if the annual premium is suspended under the Premium Suspension provision (Section 4.6), any charges required under that provision; o the cost of insurance charge for the Insurance Amount; o any withdrawals; and o any surrender charges, administrative charges or reduction in policy debt that may result from a withdrawal, a decrease in face amount or a change to variable benefit paid-up insurance In addition, Policy Value will be adjusted for any increase or decrease, other than on a policy anniversary, in the amount of scheduled additional premiums used to increase Policy Value. 7.2 COST OF INSURANCE CHARGES FOR THE INSURANCE AMOUNT A cost of insurance charge is deducted from the Policy Value on each policy anniversary and is used in the determination of the Policy Value on the Policy Date. The cost of insurance charge is the cost of insurance rate times the net amount at risk. The cost of insurance rate is based on the attained age of the Insured. The cost of insurance rates are shown on page 5. The net amount at risk is (a) minus (b) where: (a) is the projected Insurance Amount divided by 1.04. The projected Insurance Amount is what the Insurance Amount would be at the end of the policy year assuming a 4% annual effective interest rate on invested funds; and (b) is the Policy Value. 14 15 If an unscheduled additional premium paid on a date other than a policy anniversary results in an increase in the net amount at risk, a cost of insurance charge for the portion of the policy year remaining will be deducted from Policy Value on the date the unscheduled additional premium is received by the Company. 7.3 EXCESS AMOUNT The Excess Amount is: o the Policy Value; less o the tabular value of the Minimum Guaranteed Death Benefit; less o the tabular value of the amount of Additional Protection; less o an adjustment, if premiums are not paid on an annual basis, for premiums due later in the policy year. If the amount determined above is less than zero, the Excess Amount will be zero. 7.4 VARIABLE PAID-UP ADDITIONAL INSURANCE Additional premiums and dividends used to purchase variable paid-up additional insurance will immediately increase the death proceeds payable under Section 1.1. These amount are not included in the Additional Protection. The amount of variable paid-up additional insurance is equal to the cash value of variable paid-up additional insurance divided by the net single premium using the basis of values shown on page 8. On the Policy Date, the cash value of variable paid-up additional insurance is equal to any net additional premium used to purchase variable paid-up additional insurance less the cost of insurance charge for the variable paid-up additional insurance. On any day after that, the cash value of variable paid-up additional insurance is equal to what it was on the previous day plus these items: o any increase due to investment results of all amounts invested in all Divisions for the variable paid-up additional insurance; o interest on the variable paid-up additional insurance's share of policy debt at an annual rate equal to the loan interest rate less a charge by the Company for expenses and taxes; o on each policy anniversary, if the premium due is paid within the grace period, the net scheduled additional premium used to purchase variable paid-up additional insurance; o any net unscheduled additional premium used to purchase variable paid-up additional insurance credited that day; and o any policy dividend payable on that day directed to purchase variable paid-up additional insurance; and minus any of these items applicable on that day: o any decrease due to investment results of all amounts invested in all Divisions for the variable paid-up additional insurance; o a charge against the Separate Account at a rate of not more than 0.0016389% a day (0.60% a year) for mortality and expense risks that the Company assumes; o any amount charged against the Separate Account for taxes; o the cost of insurance charge for the variable paid-up additional insurance; o any surrender of variable paid-up additional insurance; and o any amount transferred to Policy Value. In addition, variable paid-up additional insurance will be adjusted for any increase or decrease, other than on a policy anniversary, in the amount of scheduled additional premiums used to purchase variable paid-up additional insurance. Transfer Of Cash Value Of Variable Paid-Up Additional Insurance To Policy Value. The Owner may transfer the cash value of any variable paid-up additional insurance to Policy Value. The transfer will take effect on the date a written request to transfer is received at the Home Office. Policy Value may not be transferred to the cash value of variable paid-up additional insurance. 7.5 COST OF INSURANCE CHARGES FOR VARIABLE PAID UP ADDITIONAL INSURANCE A cost of insurance charge is deducted from the cash value of variable paid-up additional insurance on each policy anniversary and is used in the determination of the cash value of variable paid-up additional insurance on the Policy Date. The cost of insurance charge is the cost of insurance rate times the net amount at risk. The cost of insurance rate is based on the attained age of the Insured. The cost of insurance rates are shown on page 5. On a policy anniversary, the net amount at risk is (a) minus (b) where: (a) is the amount of variable paid-up additional insurance divided by 1.04; and (b) is the cash value of variable paid-up additional insurance on the policy anniversary. If a net unscheduled additional premium is credited to the cash value of variable paid-up additional insurance on a day other than the policy anniversary, there will be a cost of insurance charge for the remainder of the policy year based on the increase in the net amount at risk resulting from the unscheduled additional premium. 7.6 VALUATION DAY AND VALUATION PERIOD A valuation day is any day on which the assets of the Separate Account are valued. A valuation period is a valuation day and any immediately preceding days which are not valuation days. Assets are valued as of the close of trading on the New York Stock Exchange on each day the Exchange is open. Each Division's share of amounts allocated, transferred or added to a Division or of amounts deducted, loaned, transferred or withdrawn from a Division on any day will be determined as of the end of the valuation period that contains that day. 15 16 SECTION 8. CASH VALUES AND PAID-UP INSURANCE 8.1 CASH VALUE The cash value of this policy on any date when all premiums due have been paid, during the grace period following the due date of an unpaid premium, or when this policy is in force as variable benefit paid-up insurance is equal to: o the Policy Value; plus o the cash value of variable paid-up additional insurance; less o any policy debt; less o the surrender charge for the policy year shown on page 4. There is no surrender charge if the policy is in force as variable benefit paid-up insurance. If premiums are not paid on an annual basis, the cash value will reflect a reduction for any premiums due later in the policy year. 8.2 FIXED BENEFIT PAID-UP INSURANCE If any premium is unpaid on the last day of the grace period and if the cash value is at least $1,000 on the last day of the grace period, this policy will be in force as fixed benefit paid-up insurance. If the cash value is less than $1,000 as of the last day of the grace period, the policy will be treated as surrendered under Section 8.4. When the policy is in force as fixed benefit paid-up insurance, the Minimum Guaranteed Death Benefit, Additional Protection and Policy Value will not be in effect. The amount of fixed benefit paid-up insurance will be determined by using the cash value plus the policy debt, both as of the last day of the grace period, as a net single premium at the attained age of the Insured. However, if a portion of the cash value is attributable to variable paid-up additional insurance, that portion will be applied to purchase fixed benefit paid-up additions. The variable paid-up additional insurance will no longer be in force. The cash value of fixed benefit paid-up insurance or fixed benefit paid-up additions will be the net single premium for that insurance at the attained age of the Insured less any policy debt. If fixed benefit paid-up insurance is surrendered within 31 days after a policy anniversary, the cash value will not be less than the cash value on that anniversary reduced by any later surrender of paid-up additions and adjusted for any later change in policy debt. The amount of the death proceeds when this policy is in force as fixed benefit paid-up insurance will be: o the amount of fixed benefit paid-up insurance determined above; plus o the amount of any fixed benefit paid-up additions then in force; plus o the amount of any dividend at death; less o the amount of any policy debt. These amounts will be determined as of the date of death. Any policy debt will continue on fixed benefit paid-up insurance. Fixed benefit paid-up insurance will share in divisible surplus. 8.3 VARIABLE BENEFIT PAID-UP INSURANCE Variable benefit paid-up insurance may be selected in place of fixed benefit paid-up insurance provided the cash value of the policy is at least $5,000 on the last day of the grace period. A written request must be received at the Home Office no later than the last day of the grace period. When the policy is in force as variable benefit paid-up insurance, the Minimum Guaranteed Death Benefit and Additional Protection will not be in effect. On the due date of the unpaid premium, the Policy Value is set equal to the cash value plus the policy debt. The cash value of variable paid-up additional insurance is set at zero. The amount of the death proceeds when this policy is in force as variable benefit paid-up insurance will be: o the Policy Value of variable benefit paid-up insurance divided by the net single premium using the basis of values on page 8; plus o the amount of any in force variable paid-up additional insurance purchased by dividends; plus o the amount of any dividend at death; less o the amount of any policy debt. These amounts will be determined as of the date of death. Any policy debt will continue on variable benefit paid-up insurance. Variable benefit paid-up insurance will share in divisible surplus. 8.4 SURRENDER The Owner may surrender this policy for its cash value. A written surrender of all claims, satisfactory to the Company, will be required. The date of surrender will be the date of receipt at the Home Office of the written surrender. The policy will terminate, and the cash value will be determined, as of the end of the valuation period which includes the date of surrender, or, in the case of fixed benefit paid-up insurance, as of the date of surrender. The Company may require that the policy be sent to it. 16 17 8.5 DEFERRAL OF PAYMENTS Variable Insurance. During any period when: o the sale of securities or the determination of investment results is not reasonably practicable because (i) the New York Stock Exchange is closed; or (ii) conditions are such that, under rules and regulations adopted by the SEC, trading is deemed to be restricted or an emergency is deemed to exist; or o the SEC, by order, permits deferral for the protection of the Company's policy owners; the Company reserves the right: o to defer determination of cash value and payment of the cash value; o to defer payment of a loan or withdrawal; o to defer determination of a change in the amount of variable insurance or other variable amounts payable on death, and, if such determination has been deferred, to defer payment of any portion of the death benefit based on a variable amount; and o if payment of all or part of the death benefit is deferred, to defer application of the death proceeds to a payment plan under Section 12. Fixed Benefit Insurance. The Company may defer paying the cash value of the fixed benefit paid-up insurance for up to six months from the date of surrender. If payment is deferred for 30 days or more, interest will be paid on the cash value at an annual effective rate of 4% from the date of surrender to the date of payment. The Company may defer making a loan for up to six months. 8.6 TABULAR VALUES The tabular value of the Minimum Guaranteed Death Benefit is equal to the Minimum Guaranteed Death Benefit times the tabular value per $1 of insurance. The tabular value of Additional Protection is equal to the amount of Additional Protection times the tabular value per $1 of insurance. Tabular values per $1 of insurance are shown on page 8 for each policy anniversary. Tabular values during a policy year will reflect the time elapsed in that year. Tabular values are the net level premium reserves for a whole life policy calculated using the basis of values shown on page 8. Calculations assume annual premiums are paid at the beginning of the policy year and claims are paid at the end of the policy year. Tabular values are used to determine: o whether the amount of Additional Protection may be reduced under Section 3.2; o to determine the amount of any required unscheduled additional premium under Section 4.4; o whether the policy qualifies for premium suspension under Section 4.6; and o the Excess Amount under Section 7.3. SECTION 9. LOANS AND WITHDRAWALS 9.1 POLICY LOANS The Owner may obtain a loan from the Company in an amount that, when added to existing policy debt, is not more than the loan value. A loan may be obtained on written request or to pay an overdue premium if the premium loan provision is in effect on this policy and premiums are not suspended under Section 4.6. If the loan value is not large enough to pay the overdue premium, a premium will be paid for any other frequency permitted by the Company for which the loan value is large enough. The Owner may elect or revoke the premium loan provision by written request received at the Home Office. 9.2 LOAN VALUE The loan value is 90% of the sum of the cash value and any existing policy debt on the date of the loan. 9.3 POLICY DEBT Policy debt consists of all outstanding loans and accrued interest. It may be paid to the Company at any time. Any policy debt will be deducted from the policy proceeds. If the cash value decreases to zero, this policy will terminate unless a sufficient portion of the policy debt is repaid. Termination occurs 31 days after a notice has been mailed to the Owner and to any assignee on record at the Home Office. The notice will state the amount that must be repaid to keep the policy in force. 9.4 ALLOCATION OF LOANS Except when this policy is in force as fixed benefit paid-up insurance, a loan will be allocated between Policy Value and variable paid-up additional insurance in proportion to the amount of cash value attributable to Policy Value and the cash value of variable paid-up additional insurance. On the date a loan is made, or on the date unpaid interest is added to the loan, the amounts invested for this policy in each Division will be reduced in proportion to the amounts in each Division. On the date a loan repayment is made, the amounts invested for this policy in each Division will be increased in proportion to the amounts in each Division. 17 18 9.5 LOAN INTEREST Interest accrues and is payable on a daily basis from the date of the loan on loans requested by the Owner and from the premium due date on loans to pay premiums. Unpaid interest is added to the loan. The Specified Rate loan interest option or the Variable Rate loan interest option is elected on the application. The Owner may change this election at any time, but the change will not take effect until the January 1st following receipt of a written request at the Company's Home Office. 9.6 SPECIFIED RATE LOAN INTEREST OPTION Interest is payable at an annual effective rate of 5%. 9.7 VARIABLE RATE LOAN INTEREST OPTION Interest is payable at an annual effective rate that is set by the Company annually and applied to new or outstanding policy debt during the year beginning each January 1. The highest loan interest rate that may be set by the Company is the greater of: o a rate 1% higher than the rate shown on page 8 used to calculate tabular values; and o a rate based on the Corporate Bond Yield Averages -- Monthly Average Corporates for the immediately preceding October. This Average is published by Moody's Investors Service, Inc. If it is no longer published, the highest loan interest rate will be based on some other similar average established by the insurance supervisory official of the state in which this policy is delivered. The loan interest rate set by the Company will not exceed the maximum rate permitted by the laws of the state in which this policy is delivered. The loan interest rate will not be changed unless the change in the annual effective rate is at least 1/2%. The Company will give notice: o of the initial loan interest rate in effect at the time a policy loan is made. o of an increase in loan interest rate on outstanding policy debt no later than 30 days before the January 1st on which the increase takes effect. This policy will not terminate during a policy year as the sole result of an increase in the loan interest rate during that policy year. 9.8 WITHDRAWALS The Owner may make a withdrawal of Policy Value. A fee may be charged subject to the maximum shown on page 7. However, the Owner may not: o withdraw more than the Excess Amount less the surrender charge shown on page 4; o withdraw an amount which would reduce the loan value to less than the policy debt; o withdraw less than the minimum withdrawal amount shown on page 4; or o make more than four withdrawals in a policy year. Any withdrawal from Policy Value will be allocated between the Divisions in proportion to the amount attributable to each Division. SECTION 10. EXCHANGE OF POLICY Within 24 months after the Date of Issue shown on page 3, provided premiums are duly paid, the Owner may exchange this policy without evidence of insurability for a fixed benefit life insurance policy on the life of the Insured. The new policy will be on a form determined by the Company to be similar to this policy. To effect the change the Owner must send this policy, a completed application for change, and any required payment to the Home Office of the Company. The change will be effective on the later of the date of the application or the date the required items are received at the Home Office. The new policy will have the same initial guaranteed death benefit, policy date and issue age as this one, and the premiums and cash values will be the same as those for whole life policies issued on the Date of Issue of this policy. Any additional benefit included in this policy will be included with the new policy only to the extent that such provisions were being offered with the new policy on the Date of Issue of this policy. 18 19 SECTION 11. BENEFICIARIES 11.1 DEFINITION OF BENEFICIARIES The term "beneficiaries" as used in this policy includes direct beneficiaries, contingent beneficiaries and further payees. 11.2 NAMING AND CHANGE OF BENEFICIARIES By Owner. The Owner may name and change the beneficiaries of death proceeds: o while the Insured is living. o during the first 60 days after the date of death of the Insured, if the Insured was not the Owner immediately prior to the Insured's death. A change made during this 60 days may not be revoked. By Direct Beneficiary. A direct beneficiary may name and change the contingent beneficiaries and further payees of the direct beneficiary's share of the proceeds: o if the direct beneficiary is the Owner; o if, at any time after the death of the Insured, no contingent beneficiary or further payee of that share is living; or o if, after the death of the Insured, the direct beneficiary elects a payment plan. The interest of any other beneficiary in the share of that direct beneficiary will end. These direct beneficiary rights are subject to the Owner's rights during the 60 days after the date of death of the Insured. By Spouse (Marital Deduction Provision). o Power To Appoint. The spouse of the Insured will have the power alone and in all events to appoint all amounts payable to the spouse under the policy if: a. immediately before the Insured's death, the Insured was the Owner; and b. the spouse is a direct beneficiary; and c. the spouse survives the Insured. o To Whom Spouse Can Appoint. Under this power, the spouse can appoint: a. to the estate of the spouse; or b. to any other persons as contingent beneficiaries and further payees. o Effect Of Exercise. As to the amounts appointed, the exercise of this power will: a. revoke any other designation of beneficiaries; b. revoke any election of payment plan as it applies to them; and c. cause any provision to the contrary in Section 11 or 12 of this policy to be of no effect. Effective Date. A naming or change of a beneficiary will be made on receipt at the Home Office of a written request that is acceptable to the Company. The request will then take effect as of the date that it was signed. The Company is not responsible for any payment or other action that is taken by it before the receipt of the request. The Company may require that the policy be sent to it to be endorsed to show the naming or change. 11.3 SUCCESSION IN INTEREST OF BENEFICIARIES Direct Beneficiaries. The proceeds of this policy will be payable in equal shares to the direct beneficiaries who survive and receive payment. If a direct beneficiary dies before receiving all or part of the direct beneficiary's full share, the unpaid portion will be payable in equal shares to the other direct beneficiaries who survive and receive payment. Contingent Beneficiaries. At the death of all of the direct beneficiaries, the proceeds, or the present value of any unpaid payments under a payment plan, will be payable in equal shares to the contingent beneficiaries who survive and receive payment. If a contingent beneficiary dies before receiving all or part of the contingent beneficiary's full share, the unpaid portion will be payable in equal shares to the other contingent beneficiaries who survive and receive payment. Further Payees. At the death of all of the direct and contingent beneficiaries, the proceeds, or the present value of any unpaid payments under a payment plan, will be paid in one sum: o in equal shares to the further payees who survive and receive payment; or o if no further payees survive and receive payment, to the estate of the last to die of all of the direct and contingent beneficiaries who survive the Insured. Owner Or The Owner's Estate. If no beneficiaries are alive when the Insured dies, the proceeds will be paid to the Owner or to the Owner's estate. 11.4 GENERAL Transfer Of Ownership. A transfer of ownership of itself will not change the interest of a beneficiary. Claims Of Creditors. So far as allowed by law, no amount payable under this policy will be subject to the claims of creditors of a beneficiary. Succession Under Payment Plans. A direct or contingent beneficiary who succeeds to an interest in a payment plan will continue under the terms of the plan. 19 20 SECTION 12. PAYMENT OF POLICY BENEFITS 12.1 PAYMENT OF PROCEEDS Death proceeds will be paid under the payment plan that takes effect on the date of death of the Insured. The Interest Income Plan (Option A) will be in effect if no patient plan has been elected. Interest will accumulate from the date of death until a payment plan is elected or the proceeds are withdrawn in cash. Surrender proceeds will be paid in cash or under a payment plan that is elected. 12.2 PAYMENT PLANS Interest Income Plan (Option A). The proceeds will earn interest which may be received each month or accumulated. The first payment is due one month after the date on which the plan takes effect. Interest that has accumulated may be withdrawn at any time. Part or all of the proceeds may be withdrawn at any time. Installment Income Plans. Payments will be made each month on the terms of the plan that is elected. The first payment is due on the date that the plan takes effect. o Specified Period (Option B). The proceeds with interest will be paid over a period of from one to 30 years. The present value of any unpaid installments may be withdrawn at any time. o Specified Amount (Option D). Payments of not less than $10 per $1,000 of proceeds will be made until all of the proceeds with interest have been paid. The balance may be withdrawn at any time. Life Income Plans. Payments will be made each month on the terms of the plan that is elected. The first payment is due on the date that the plan takes effect. Proof of the date of birth, acceptable to the Company, must be furnished for each person on whose life the payments are based. o Single Life Income (Option C). Payments will be made for a chosen period and, after that, for the life of the person on whose life the payments are based. The choices for the period are: a. zero years; b. 10 years; c. 20 years; or d. a refund period which continues until the sum of the payments that have been made is equal to the proceeds that were placed under the plan. o Joint And Survivor Life Income (Option E). Payments are based on the lives of two persons. Level payments will be made for a period of 10 years and, after that, for as long as one or both of the persons are living. o Other Selections. The Company may offer other selections under the Life Income Plans. o Withdrawal. The present value of any unpaid payments that are to be made for the chosen period (Option C) or the 10 year period (Option E) may be withdrawn only after the death of all of the persons on whose lives the payments are based. o Limitations. A direct or contingent beneficiary who is a natural person may be paid under a Life Income Plan only if the payments depend on that beneficiary's life. A corporation may be paid under a Life Income Plan only if the payments depend on the life of the Insured or, after the death of the Insured, on the life of the Insured's spouse or dependent. Payment Frequency. On request, payments will be made once every 3, 6 or 12 months instead of each month. Transfer Between Payment Plans. A beneficiary who is receiving payment under a plan which includes the right to withdraw may transfer the amount withdrawable to any other plan that is available. Minimum Payment. The Company may limit the election of a payment plan to one that results in payments of at least $50. If payments under a payment plan are or become less than $50, the Company may change the frequency of payments. If the payments are being made once every 12 months and are less than $50, the Company may pay the present value or the balance of the payment plan. 12.3 PAYMENT PLAN RATES Interest Income And Installment Income Plans. Proceeds will earn interest at rates declared each year by the Company. None of these rates will be less than an annual effective rate of 2%. Interest of more than 2% will increase the amount of the payments or, for the Specified Amount Plan (Option D), increase the number of payments. The present value of any unpaid installments will be based on the 2% rate of interest. The Company may offer guaranteed rates of interest higher than 2% with conditions on withdrawal. Life Income Plans. Payments will be based on rates declared by the Company. These rates will provide at least as much income as would the Company's rates, on the date that the payment plan takes effect, for a single premium immediate annuity contract. Payments under these rates will not be less than the amounts that are described in Minimum Payment Rates. 20 21 Minimum Payment Rates. The minimum payment rates for the Installment Income Plans (Options B and D) and the Life Income Plans (Options C and E) are shown in the Minimum Payment Rate Tables. The Life Income Plan payment rates in those tables depend on the adjusted age of each person on whose life the payments are based. The adjusted age is: o the age on the birthday that is nearest to the date on which the payment plan takes effect; plus o the age adjustment shown below for the number of policy years that have elapsed from the Policy Date to the date that the payment plan takes effect. A part of a policy year is counted as a full year. -------------------------------------------------------------------------------- POLICY POLICY YEARS AGE YEARS AGE ELAPSED ADJUSTMENT ELAPSED ADJUSTMENT -------------------------------------------------------------------------------- 1 to 8 0 33 to 40 -4 9 to 16 -1 41 to 48 -5 17 to 24 -2 49 or more -6 25 to 32 -3 -------------------------------------------------------------------------------- 12.4 EFFECTIVE DATE FOR PAYMENT PLAN A payment plan that is elected will take effect on the date of death of the Insured if: o the plan is elected by the Owner; and o the election is received at the Home Office while the Insured is living. In all other cases, a payment plan that is elected will take effect: o on the date the election is received at the Home Office; or o on a later date, if requested. 12.5 PAYMENT PLAN ELECTIONS For Death Proceeds By Owner. The Owner may elect payment plans for death proceeds: o while the Insured is living. o during the first 60 days after the date of death of the Insured, if the Insured was not the Owner immediately prior to the Insured's death. An election made during this 60 days may not be changed. For Death Proceeds By Direct Or Contingent Beneficiary. A direct or contingent beneficiary may elect payment plans for death proceeds payable to that beneficiary, if no payment plan that has been elected is in effect. This right is subject to the Owner's rights during the 60 days after the date of death of the Insured. For Surrender Proceeds. The Owner may elect payment plans for surrender proceeds. The Owner will be the direct beneficiary. 12.6 INCREASE OF MONTHLY INCOME A direct beneficiary who is to receive proceeds under a payment plan may increase the amount of the monthly payment. This is done by the payment of an annuity premium to the Company at the time the payment plan elected under Section 12.5 takes effect. The amount that will be applied under the payment plan will be the net premium. The net premium is the annuity premium less a charge of not more than 2% and less any premium tax. The net premium will be applied under the same payment plan and at the same rates as the proceeds. The Company may limit this net premium to an amount that is equal to the direct beneficiary's share of the proceeds payable under this policy. MINIMUM PAYMENT RATE TABLES Minimum Monthly Income Payments Per $1,000 Proceeds INSTALLMENT INCOME PLANS (OPTIONS B AND D) -------------------------------------------------------------------------------- PERIOD MONTHLY PERIOD MONTHLY PERIOD MONTHLY (YEARS) PAYMENT (YEARS) PAYMENT (YEARS) PAYMENT -------------------------------------------------------------------------------- 1 $ 84.65 11 $ 9.09 21 $ 5.56 2 43.05 12 8.46 22 5.39 3 29.19 13 7.94 23 5.24 4 22.27 14 7.49 24 5.09 5 18.12 15 7.10 25 4.96 6 15.35 16 6.76 26 4.84 7 13.38 17 6.47 27 4.73 8 11.90 18 6.20 28 4.63 9 10.75 19 5.97 29 4.53 10 9.83 20 5.75 30 4.45 -------------------------------------------------------------------------------- 21 22 MINIMUM PAYMENT RATE TABLES Minimum Monthly Income Payments Per $1,000 Proceeds LIFE INCOME PLAN (OPTION C) ---------------------------------------------------------- SINGLE LIFE MONTHLY PAYMENTS ---------------------------------------------------------- CHOSEN PERIOD (YEARS) ADJUSTED ------------------------------------------ AGE* ZERO 10 20 REFUND ---------------------------------------------------------- 55 $ 4.17 $ 4.14 $ 4.06 $ 4.05 56 4.23 4.20 4.11 4.11 57 4.31 4.28 4.17 4.17 58 4.39 4.35 4.23 4.24 59 4.47 4.43 4.29 4.31 60 4.56 4.51 4.35 4.37 61 4.65 4.59 4.42 4.45 62 4.76 4.69 4.49 4.54 63 4.87 4.79 4.56 4.62 64 4.98 4.90 4.63 4.70 65 5.10 5.00 4.70 4.80 66 5.24 5.12 4.77 4.90 67 5.38 5.24 4.84 5.00 68 5.54 5.37 4.91 5.12 69 5.70 5.51 4.98 5.24 70 5.88 5.66 5.05 5.36 71 6.07 5.81 5.12 5.50 72 6.27 5.96 5.19 5.64 73 6.49 6.13 5.24 5.79 74 6.73 6.30 5.30 5.95 75 6.99 6.48 5.36 6.11 76 7.27 6.67 5.40 6.29 77 7.58 6.86 5.45 6.48 78 7.91 7.05 5.49 6.68 79 8.26 7.25 5.52 6.89 80 8.64 7.45 5.55 7.12 81 9.05 7.65 5.58 7.35 82 9.50 7.84 5.60 7.60 83 9.98 8.02 5.62 7.85 84 10.50 8.20 5.63 8.13 85 and over 11.06 8.38 5.64 8.43 ---------------------------------------------------------- LIFE INCOME PLAN (OPTION E) -------------------------------------------------------------------------------- JOINT AND SURVIVOR MONTHLY PAYMENTS -------------------------------------------------------------------------------- OLDER LIFE YOUNGER LIFE ADJUSTED AGE* ADJUSTED AGE* 55 60 65 70 75 80 85 and over -------------------------------------------------------------------------------- 55 $ 3.79 60 3.87 $ 4.07 65 3.94 4.18 $ 4.45 70 3.99 4.27 4.61 $ 4.99 75 4.02 4.34 4.73 5.20 $ 5.72 80 4.05 4.38 4.81 5.35 6.00 $ 6.67 85 and over 4.06 4.40 4.86 5.45 6.18 7.00 $ 7.75 -------------------------------------------------------------------------------- * See Section 12.3 22 23 AMENDMENT TO VARIABLE WHOLE LIFE WITH ADDITIONAL PROTECTION As of the Date of Issue, the policy is amended by adding Section 3.3 as follows: 3.3 CHANGE IN AMOUNT OF ADDITIONAL PROTECTION Increases. The amount of Additional Protection will increase on each policy anniversary, in accordance with the terms of the [Name of employee insurance plan] subject to the following limitations: o increases may be made [time period] but in no event will increases be made after the last term insurance premium increase date shown on page 6; o an increase will not be made to the extent it would cause the sum of the Insurance Amount and the amount of variable paid-up additional insurance to exceed the sum of Policy Value and the cash value of variable paid-up additional insurance by more than [$ Amount], determined as of the policy anniversary; o the amount of the annual increase may not be more than [$ amount]; and o no further increases will be made if the Owner has decreased the amount of Additional Protection. Increases in Additional Protection will not change the guaranteed period shown on page 3. Decrease. The Owner may, on a single occasion, decrease the amount of Additional Protection. The decrease will take effect on the policy anniversary following the receipt at the Home Office of the Owner's written request. No further increases in the amount of Additional Protection will be made. Premium. When the amount of Additional Protection is changed under this section, the minimum premium will be determined by adding the premium for the Minimum Guaranteed Death Benefit to the premium for the amount of Additional Protection. During the guaranteed period, the premium for Additional Protection will be [$ rate] per $1,000 of coverage. After the guaranteed period, the premium rates for Additional Protection will be based on the attained age of the Insured. These premium rates are shown on page 6. Premium Suspension. Premiums will not be suspended under Section 4.6 during any policy year in which the Additional Protection is increased. /s/ John M. Bremer SECRETARY THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY 24 AMENDMENT TO SECTION 6 THE SEPARATE ACCOUNT FOR VARIABLE WHOLE LIFE AS OF THE DATE OF ISSUE, THE SECOND PARAGRAPH OF SECTION 6.1 IS AMENDED TO READ AS FOLLOWS: The Separate Account has several Divisions, as shown on page 7. Assets of the Separate Account are invested in shares of corresponding mutual funds or portfolios of mutual funds, both of which are referred to in this policy as Portfolios. Shares of the Portfolios are purchased for the Separate Account at their net asset value. The Company may make available additional Divisions and Portfolios. AS OF THE DATE OF ISSUE, THE FIFTH AND SIXTH PARAGRAPHS OF SECTION 6.1 ARE AMENDED TO READ AS FOLLOWS: The Owner may exchange this policy for a fixed benefit life insurance policy being offered at that time by the Company if the Portfolio changes its investment advisor or has a material change in its investment objectives or restrictions. The Company will notify the Owner if there is any such change. The Owner may exchange this policy within 60 days after the notice or the effective date of the change, whichever is later. If, in the judgment of the Company, a Portfolio no longer suits the purposes of this policy due to a change in its investment objectives or restrictions, the Company may substitute shares of another Portfolio. Any such substitution will be subject to any required approval of the Securities and Exchange Commission (SEC), the Wisconsin Commissioner of Insurance or other regulatory authority. Secretary NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY VCL.FUNDS.(0799) 25 POLICY APPLICATION SUPPLEMENT FOR VARIABLE WHOLE LIFE WITH ADDITIONAL PROTECTION THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY 720 East Wisconsin Avenue Milwaukee, Wisconsin 53202 INSURED: -------------------- POLICY: Variable Whole Life (Minimum Guaranteed Death Benefit) $ ------ with Additional Protection $ ------- Initial Death Benefit $ -------
Other Annual Initial Premium Premium ------- ------- Variable Whole Life Premium $ ------- Additional Protection Premium $ ------- Premiums to Increase Policy Value: Scheduled Additional Premium $ ------- Unscheduled Additional Premium $ ------- Premiums to Purchase Variable Paid-Up Insurance: Scheduled Additional Premium $ ------- Unscheduled Additional Premium $ ------- Waiver of Premium Benefit $ ------- Additional Purchase Benefit $ ------- Amount Each Purchase Date $ -------
ALLOCATION OF FUTURE PREMIUM Use whole percentages only. There is a minimum of 1% (allowed) in each Division selected. If monthly dollar cost averaging is desired, the allocation has to have a minimum of 1% to Money Market Division and the monthly dollar cost averaging section should be completed. Select Bond Division % J.P. Morgan Select Growth & Income Stock Division % ----- ----- Templeton International Equity Division % Index 400 Stock Division % ----- ----- Money Market Division % Small Cap Growth Stock Division % ----- ----- Balanced Division % Russell Multi-Style Equity Division % ----- ----- Index 500 Stock Division % Russell Aggressive Equity Division % ----- ----- Aggressive Growth Stock Division % Russell Non-US Division % ----- ----- High Yield Bond Division % Russell Real Estate Securities Division % ----- ----- Growth Stock Division % Russell Core Bond Division % ----- ----- Asset Allocation + % ----- International Growth + % ----- T. Rowe Price Small Cap Value + % ----- Capital Guardian Domestic Equity + % ----- Total 100% ---- ----
+ Not available in all states. No more than 10 divisions TOTAL can be selected for these allocations and monthly cost averaging transfers. Note: At time of plan change to VCL, if money market is not one of the selections, only nine Divisions may be selected. 90-1 VCL.Supp.(0799) Page 1 of 4 26 MONTHLY DOLLAR COST AVERAGING Use whole percentages only. There is a minimum of 1% (allowed) in each Division selected. Option One: Transfer in monthly installments so that the year-end Money -- Market balance will be zero. Option Two: Specified amount to be transferred monthly of $ . -- ------------ Use whole percentages only. There must be a minimum of 10% in each Division selected. Select Bond Division % J.P. Morgan Select Growth & Income Stock Division % ----- ----- Templeton International Equity Division % Index 400 Stock Division % ----- ----- Balanced Division % Small Cap Growth Stock Division % ----- ----- Index 500 Stock Division % Russell Multi-Style Equity Division % ----- ----- Aggressive Growth Stock Division % Russell Aggressive Equity Division % ----- ----- High Yield Bond Division % Russell Non-US Division % ----- ----- Growth Stock Division % Russell Real Estate Securities Division % ----- ----- Russell Core Bond Division % ----- Asset Allocation + % ----- International Growth + % ----- T. Rowe Price Small Cap Value + % ----- Capital Guardian Domestic Equity + % ----- Total 100% ---- ----
* Not available in all states. No more than 10 division TOTAL can be selected for these allocations and monthly cost averaging transfers. ANNUAL DIVIDENDS If Additional Protection is present and there is no Excess Amount, dividends will be used to increase Policy Value. In other situations, until otherwise directed, dividends will: Increase Policy Value ----- Reduce current premium with excess used to increase Policy Value ----- Purchase Variable Paid-Up Additional Insurance ----- Be paid in cash ----- POLICY LOAN INTEREST RATE OPTION 5% ----- Variable Rate ----- OWNER'S ADDRESS Insured's address or: ----- ----- ------------------------------------ Street & No. or R.F.D. ------------------------------------ City State Zip Insured: -------------------------------------- Illustration No. ------------------------------ 90-1 VCL.Supp.(0799) Page 2 of 4 27 The Company is required to make the following inquiries for purposes of determining the suitability of this sale. All responses will be kept confidential. 1. In addition to providing a benefit upon death, what is the purpose for the purchase? To fund a trust ----- To supplement retirement income ----- To supplement education funding ----- Other (specify) ----- -------------------------------------------------- 2. By whom will the purchase be funded? --------------------------------------- Annual income (all sources) of person/trust funding the purchase: $ ------ Net worth of person/trust funding the purchase: $ ----------------------- 3. Applicant's experience with the following: Up to Five or Five More None Years Years Mutual Funds ----- ----- ----- Individual Common Stocks ----- ----- ----- Variable Annuities ----- ----- ----- Variable Life Insurance ----- ----- ----- Insured: --------------------- Illustration No. ------------- 90-1 VCL.Supp.(0799) Page 3 of 4 28 I believe that a Variable Whole Life with Additional Protection policy is consistent with my investment objectives. I understand that an illustration of benefits, including death benefits and cash values, is available upon request assuming a hypothetical annual investment return of 0% and another rate of my choice not greater than 12%. I UNDERSTAND THAT THE DEATH BENEFIT FOR THE VARIABLE WHOLE LIFE WITH ADDITIONAL PROTECTION POLICY APPLIED FOR MAY INCREASE OR DECREASE TO REFLECT THE INVESTMENT EXPERIENCE OF THE NORTHWESTERN MUTUAL VARIABLE LIFE ACCOUNT. PROVIDED ALL REQUIRED PREMIUMS ARE PAID AS OF THE DUE DATE AND PROVIDED THERE IS NO POLICY DEBT, THE DEATH BENEFIT WILL NOT BE LESS THAN THE SUM OF THE VARIABLE WHOLE LIFE AND ADDITIONAL PROTECTION AMOUNTS IN THE FIRST XX YEARS AND NOT LESS THAN THE VARIABLE WHOLE LIFE AMOUNT THEREAFTER. I UNDERSTAND THAT THE CASH VALUE FOR THE VARIABLE WHOLE LIFE WITH ADDITIONAL PROTECTION POLICY APPLIED FOR MAY INCREASE OR DECREASE TO REFLECT THE INVESTMENT EXPERIENCE OF THE NORTHWESTERN MUTUAL VARIABLE LIFE ACCOUNT. THERE ARE NO GUARANTEED MINIMUM CASH VALUES. I understand that if investment experience and/or dividends are less than illustrated a greater number of premiums may have to be paid in cash than what was shown on any sales document, including illustrations that assume a zero cash outlay in some years. If this policy is issued other than in the [Select] underwriting classification, I will be notified by a letter from Northwestern Mutual Life. Before accepting the policy, I should request and review revised copies of any sales document I relied upon in the decision to purchase. I acknowledge receipt of the prospectus for Variable Whole Life with Additional Protection. dated: ____ /____ /____ MO. DAY YEAR [I direct that this policy be changed to a paid up Variable Whole Life Policy at the first policy anniversary. ____ ____ ] YES NO DATE: ____ /____ /_____ MO. DAY YEAR SIGNATURE OF APPLICANT: ------------------------- Based on the information furnished by the Applicant in this application, I certify that I have reasonable grounds for believing the purchase of the policy applied for is suitable for the Applicant. I further certify that a current prospectus was delivered and that no written sales materials other than those furnished by the Home Office were used. Signature of Licensed Agent: --------------------------------------------------- (Registered Representative) Based on the information furnished by the Applicant in this application, I certify that I have reasonable grounds for believing the purchase of the policy applied for is suitable for the Applicant. Signature of General Agent: ----------------------------------------------------- For Office Use Only VCL, Illustration No. ------------- ------------------- Dividend Scale Year 1998 QQ Und. Amt. $ ------------------------ Policy Number ---------------------- Page 4 of 4 90-1 VCL.Supp.(0799) HOL03 116607 29 THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY No.......... MILWAUKEE, WISCONSIN
LIFE INSURANCE APPLICATION |_| Life & Disability Application ============================================================================================================================= 1. INSURED -------------------------------------------------------------------------------- |x| Mr. |_| Mrs. |_| Ms. John J Doe |X| Male |_| Dr. |_| Other ______ -------------------------------------------------------------------------------- |_| Female First Middle Initial Last |_| Companion policies |_| 1035 Exchange STATE OF BIRTH 2A. INSURED'S DATE OF BIRTH 6 / 1 / 60 B. (or FOREIGN COUNTRY): WI -------------- -------- Month Day Year 3. APPLICANT, if other than Insured |_| Mr. |_| Mrs. |_| Ms. ________________________________________________________ Relationship |_| Dr. |_| Other______ First Middle Initial Last to Insured _________________________ If business organization: |_| Corporation |_| Partnership |_| Other type of business ___________________________________ 4. RESIDENCE OF INSURED 1234 Main Street ----------------------------------------------------------------------------------------------------------------------------- Street & No. or RFD This address will be used for all of the Insured's policies. Milwaukee Milwaukee WI 53200 ----------------------------------------------------------------------------------------------------------------------------- City County State Zip Code 5A. PREMIUM PAYER Send premium and other notices regarding this policy 5B. PAYER'S DAYTIME TELEPHONE NUMBER: Insurance Service to: |X| Insured |_| Owner |_| Applicant (222) 222-2222 to: |_| Account (ISA) |_| Other___________________________ -------------------- Payer Full Name Area Code or at: |_| Insured's address in 4 or 5C. PAYER'S TAXPAYER IDENTIFICATION NUMBER ________________________________ (444) 444-4444 Street & No. or RFD -------------------- See TIN Instructions ________________________________ City ________________________________ State Zip Code 6. Has an application or informal inquiry ever been made to Northwestern Mutual Life for annuity, life or disability insurance on the life of the Insured? |_| Yes |X| No If yes, the last policy number is _______________________________ ============================================================================================================================ 7. Complete this question only if exercising an ADDITIONAL PURCHASE BENEFIT OPTION. (Smoking questionnaire may be required.) A. List policy number(s) under which an option is being exercised. 1. _____________ 2. _____________ 3. _____________ B. This application is: |_| Regular Purchase |_| Advance Purchase (Complete item C. below) C. If this is an Advance Purchase, the event is: |_| Marriage |_| Birth of a child |_| Adoption of a child Name of: |_| Spouse ____________________________ Date and place of marriage, birth, or final decree of adoption: |_| Child ____________________________ _____/___/____ ____________________________________________ Month Day Year City State D. Is the amount applied for more than the additional purchase option amount available? |_| Yes |_| No If yes, what is the excess amount to be underwritten? $____________________________ ============================================================================================================================= 8. SPECIAL DATE |_| Short term - Policy Date will coincide with ISA Payment Date. (For Monthly ISA only) Prepaid: |_| Short term to _______/_____/______ |_| Date to save age |_| Backdate to _______/_____/______ Month Day Year Month Day Year Non-prepaid: |_| Specified future date _____/___/____ |_| Date to save age |_| Backdate to _______/_____/______ Month Day Year Month Day Year ============================================================================================================================= POLICY APPLIED FOR (For CompLife plans do not complete A & B. Go to C.) 9A. PLAN and AMOUNT 9B. ADDITIONAL BENEFITS (1) Variable Whole Life with Additional Protection (1)|_| (2)|_| Waiver of Premium -------------------------------------------------- Plan (1)|_| (2)|_| Accidental Death (1) $________ (2) $________ $ see attached supplement -------------------------------------------------- (1)|_| (2)|_| Additional Purchase (1) $________ (2) $________ Amount Benefit Amt. per Amt. per (2) (1)|_| (2)|_| Payor Benefit option option -------------------------------------------------- Plan (1)|_| (2)|_| Index Protection $ -------------------------------------------------- (1)|_| (2)|_| Other________________ Amount ============================================================================================================================= 90-1 L.I. (1194) (page 1)
30
==================================================================================================================================== 9C. FLEXIBLE LIFE PLANS (CompLife) |_| Whole Life $______________ with Additional Protection $______________ (Custom CompLife) Amount Amount (1) |_| Additional initial premium $__________ Use to: |_| Reduce term insurance _____% (2) |_| Inflation Protection Option |_| Increase coverage _____% |_| Whole Life $__________ with a premium for Increasing Insurance $____________________ (Increasing CompLife) Amount Level annual premium |_| Additional initial premium $_______________ |_| Executive Whole Life $__________ with Additional Protection $__________ (Executive CompLife) Amount Amount Premium for Increasing Insurance $__________ Use to: |_| Convert term insurance _____% |_| Increase coverage _____% |_| Additional initial premium $__________ Use to: |_| Convert term insurance _____% |_| Increase coverage _____% |_| Whole Life $__________ with Adjustable Term Protection $__________ (Adjustable CompLife) Amount Amount (1) a. |_| Scheduled annual additional $______________________ |_| Reduce term insurance ____% Level annual premium Use to: |_| Increase coverage ____% b. |_| Annual increase in additional premium ____________ $_______________ (Not more than 20 years, or to age 69, if less) No. of years Annual increase (2) |_| Additional initial premium $_______________ Use to: |_| Reduce term insurance ____% |_| Increase coverage ____% (3) Only one may be selected: |_| Inflation Protection Option |_| Scheduled annual increase in term amount ____________ $____________________ (Not more than 20 years. or to age 69. if less) No. of years Annual increase amt. |_| Corporate Whole Life (See attached Supplement) 9D. ADDITIONAL BENEFITS FOR FLEXIBLE LIFE PLANS |_| Waiver of Premium |_| Additional Purchase Benefit $___________________________________ Amount per option |_| Accidental Death $_________________ |_| Other___________________________________________________________ Amount ==================================================================================================================================== 10. If an additional benefit cannot be approved, should the Company issue the policy without the benefit? |_|Yes |_| No 11. Shall the PREMIUM LOAN provision, if available, become operative according to its terms? |X| Yes |_| No 12. ANNUAL DIVIDENDS until otherwise directed will: see attached supplement First policy Second policy |_| |_| Reduce current premium. If flexible plan Additional Protection or Adjustable Term, additions purchased by eligible dividend will be used to: |_| |_| Purchase paid-up additions. |_| Reduce term insurance ___% |_| |_| Accumulate at interest. |_| Increase coverage ___% |_| |_| Be paid in cash. |_| |_| Be used for combination of options above (Complete form 18-1364). 13. POLICY LOAN INTEREST RATE OPTION |_| 8% |_| Variable Rate see attached supplement 14. PREMIUM PAYABLE |X| Annually |_| Semiannually |_| Quarterly |_| Single |_| Monthly (Variable Life Only ==================================================================================================================================== 90-1 L.I. (1194) (page 2)
31 ================================================================================ ------------------------------------------------------------------ INSURED John J Doe ------------------------------------------------------------------ First Middle Initial Last 15A. DIRECT BENEFICIARY Jane M Doe spouse --------------------------------------------------------------- First Middle Initial Last Relationship to Insured --------------------------------------------------------------- First Middle Initial Last Relationship to Insured --------------------------------------------------------------- First Middle Initial Last Relationship to Insured B. CONTINGENT BENEFICIARY --------------------------------------------------------------- First Middle Initial Last Relationship to Insured --------------------------------------------------------------- First Middle Initial Last Relationship to Insured --------------------------------------------------------------- First Middle Initial Last Relationship to Insured Box (1) or (2) may be selected to include all of the children or brothers and sisters without naming them, or to add to the contingent beneficiaries named. Box (3) may be selected to provide for the children of a deceased contingent beneficiary; use only if contingent beneficiaries are named and/or box (1) or (2) is checked, NOTE: The word "children" includes child and any legally adopted child. |_| (1) and all (other) children of the Insured. |_| (2) and all (other) brothers and sisters of the Insured born of the marriage of or legally adopted by ____________ and ____________ before the Insured's death. |_| (3) any amount that would have been paid to a deceased contingent beneficiary, if living, will be paid in one sum and in equal shares to the children of that contingent beneficiary who survive and receive payment. C. FURTHER PAYEES --------------------------------------------------------------- First Middle Initial Last Relationship to Insured --------------------------------------------------------------- First Middle Initial Last Relationship to Insured |_| D. SEE ATTACHED SUPPLEMENT FORM (To be used in place of designations above) ================================================================================ 16. The OWNER will be: (Caution: A minor owner cannot exercise policy rights. If the Insured is under age 15, consider selecting item D, E or F.) Select only one. |X| A. Insured |_| B. Applicant |_| C. Other _____________________________________ First Middle Initial Last _____________________________________ Relationship to Insured |_| D. Applicant. If the Applicant dies before the Insured, the Insured will be the Owner. |_| E. Applicant. If the Applicant dies before the Insured, the Owner will be: _____________________________________________ First Middle Initial Last _____________________________________________ Relationship to Insured If both die before the Insured, the Insured will be the Owner. |_| F. Applicant until the Insured attains the age of ______ years. If the Applicant dies before the Insured, the Owner will be: _____________________________________________ First Middle Initial Last ____________________________until the Insured Relationship to Insured attains such age. Upon the Insured attaining such age, or if both die before the Insured, the Insured will be the Owner. |_| G. SEE ATTACHED SUPPLEMENT FORM. (To be used in place of designations above) ================================================================================ RESIDENCE OF OWNER |X| Insured's address in 4 |_| Premium payer's address in 5A or ___________________________________________________________________________ Street & No. or RFD ___________________________________________________________________________ City State Zip Code OWNERS TAXPAYER IDENTIFICATION NUMBER (See Instructions) ________________________________________________________ ================================================================================ 17. Has the premium for the policy applied for been paid to the agent in exchange for the Conditional Life Insurance Agreement with the same number as this application? |X| Yes |_| No 18A. Will the insurance applied for replace any Northwestern Mutual Life insurance (or annuities) on the Insured's life? If yes, agent should explain and send required papers. |_| Yes |X| No B. Will the insurance applied for replace life insurance (or annuities) on the insured's life from a source other than the Northwestern Mutual Life? If yes, agent should explain and send required papers. |_| Yes |X| No ================================================================================ 90-1 L.I. (1194) (page 3) 32 PERSONAL HISTORY QUESTIONS TO BE ANSWERED BY INSURED |_| Payor Benefit for Applicant (Payor)_________________________________________ First Middle Initial Last Payor's Date of Birth _____/___/____ Policy Number _________ Relationship Month Day Year to Insured _______ 20. Have you ever had life, disability or health insurance declined, rated, modified, issued with an exclusion rider, cancelled, or not renewed? (If yes, explain in REMARKS) ..................................... |_|Yes |X| No 21. When was your last examination or application for life, disability, or accidental death insurance? Month ______________ Year _________ Company ___________________ |X| None 22. Indicate below whether any other life insurance on your life is Individual (Ind) or Group (Grp) and identify In Force (I), Pending (P) or Contemplated (C) or |X| NONE
----------------------------------------------------------------------------------------------------- Insurer Ind or Grp Life Insurance Amount Accidental Death Amount I, P, or C ----------------------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------------------- -----------------------------------------------------------------------------------------------------
23. Marital Status: |_| Single, Widowed or Divorced |X| Married 24. a Citizen of: |X| USA |_| Other If other: Visa Type: ____________________ Visa Number:_____________________ 25. Do you regularly travel outside the U.S.A. or do you have plans to leave the U.S.A. for travel or residence? ............................. |_| Yes |X| No If yes, complete the chart below.
----------------------------------------------------------------------------------------------------- Destination Number of Trips Duration of Departure Date Purpose of Trip (List all Cities and Countries) Per Year Each Trip This Yr. Last Yr. (No. of Days) (Month/Year) ----------------------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------------------- -----------------------------------------------------------------------------------------------------
26. a. What is your occupation(s)? Lawyer What are your duties? __________________________________________________ b. Employer(s) Name: ABC Corporation Address: 5678 Main Street City, State, Zip Code: Milwaukee, WI 53200 c. How long employed? 5 years (If less than 2 years, explain in REMARKS) 27. (Not required if under age 17) Are you a member of, or do you plan on joining any branch of the Armed Forces or reserve military unit? If yes, complete Military Section 90-5 .............................. |_| Yes |X| No 28. (Not required if under age 16) Except as a passenger on a regularly scheduled flight, have you flown within the past 2 ears, or do you have plans to fly in the future? If yes, complete Aviation Section 90-5 ................................................ |_| Yes |X| No 29. (Not required if under age 10) In the past 2 years have you participated in or do you have plans to participate in: racing (automobile, snowmobile, motorcycle, boat or go-cart), underwater or sky diving, hang gliding, bungee jumping, mountain or rock climbing, or rodeos? If yes, complete Avocation Section 90-6 ................................................ |_| Yes |X| No 30. (Not required if under age 16) a. What is your automobile driver's license number? ABC 123 45678 State WI or, |_| I do not have a driver's license. b.In the past 5 years, have you been in a motor vehicle accident, been charged with a moving violation of any motor vehicle law, or had your license restricted, suspended or revoked? If yes, explain in the chart below ...................................................... |_| Yes |X| No
--------------------------------------------------------------------------------------------- Type of Details (Speeding. Reckless Driving While Action Accident Date Intoxicated, Etc.) (Citation, Fine, Etc.) (Yes or No) --------------------------------------------------------------------------------------------- --------------------------------------------------------------------------------------------- --------------------------------------------------------------------------------------------- --------------------------------------------------------------------------------------------- ---------------------------------------------------------------------------------------------
ADDITIONAL REMARKS ================================================================================ 90-1 L.I. (1194) (page 4) 33 The Insured consents to this application and declares that the answers and statements made on this application are correctly recorded, complete and true to the best of the Insured's knowledge and belief. Answers and statements brought to the attention of the agent, medical examiner, or paramedical examiner are not considered information brought to the attention of the Company unless stated in the application. Statements in this application are representations and not warranties. It is agreed that: (1) If the premium is not paid when the application is signed, no insurance will be in effect. The insurance will take effect at the time the policy is delivered and the premium is paid, if: the Insured is living at the time; and the answers and statements in the application are then true to the best of the Insured's knowledge and belief. (2) If the premium is paid when the application is taken, no life insurance will be in effect if Section I. of the Conditional Life Insurance Agreement applies. (3) If the policy is issued in an extra premium class, acceptance of the policy will amend it so that extended term insurance can be in force only if: the Company gives its consent; or the loan value is not large enough to grant a premium loan. If a premium is not paid within the grace period and extended term insurance cannot be in force, paid-up insurance will be selected. (4) No agent is authorized to make or alter contracts or to waive any of the Company's rights or requirements. The owner of the policy applied for herein certifies, under penalties of perjury, (1) that the number shown in Question 16 of this application is his correct Taxpayer Identification Number (or he is waiting for a number to be issued) and (2) he is not subject to backup withholding either because he has not been notified by the Internal Revenue Service (IRS) that he is subject to backup withholding as a result of a failure to report all interest or dividends, or the IRS has notified him that he is no longer subject to backup withholding. (See instructions). INSURED'S AUTHORIZATION TO OBTAIN AND DISCLOSE INFORMATION I authorize Northwestern Mutual Life, its agents, employees, reinsurers, insurance support organizations and their representatives to obtain information about me to evaluate this application and to verify information in this application. This information will include: (a) age; (b) medical history, condition and care; (c) physical and mental health; (d) occupation; (e) income and financial history; (f) foreign travel; (g) avocations; (h) driving record; (i) other personal characteristics; and (j) other insurance. This authorization extends to information on the use of alcohol, drugs and tobacco; the diagnosis or treatment of HIV (AIDS virus) infection and sexually transmitted diseases; and the diagnosis and treatment of mental illness. During the time this authorization is valid it extends to information required to determine eligibility for benefits under any policy issued as a result of this application. I authorize any person, including any physician, health care professional, hospital, clinic, medical facility, government agency including the Veterans and Social Security Administrations, the MIB, Inc., employer, consumer reporting agency, accountant, tax preparer, or other insurance company, to release information about me to Northwestern Mutual Life or its representatives on receipt of this Authorization. Northwestern Mutual Life or its representatives may release this information about me to its reinsurer, to the MIB, Inc., or to another insurance company to whom I have applied or to whom a claim has been made. No other release may be made except as allowed by law or as I further authorize. I have received a copy of the Medical Information Bureau and Fair Credit Reporting Act notices. I authorize Northwestern Mutual Life to obtain an investigative consumer report on me. |_| I request to be interviewed if an investigative consumer report is done. This authorization is valid for 30 months from the date it is signed. A copy of this authorization is as valid as the original and will be provided on request. The signatures below apply to the authorization and to the application. (signed) John J Doe (signed) John J Doe ---------------------------------------- ------------------------------------ Signature of INSURED (if other than Signature of APPLICANT Applicant and 15 years of age or over) Print name of Insured if under age 15. ---------------------------------------- ------------------------------------ Signature of PARENT OR GUARDIAN (if other Signature of OWNER (if other than than Applicant and Insured is a minor) Applicant or Insured) Signed at Milwaukee Milwaukee WI (signed) Norm M Western ------------------------------ ------------------------------------ City, County & State Signature of LICENSED AGENT Date June 1, 1995 ------------------------------ ================================================================================ 90-1 L.I. (1194) (page 5) 34 ================================================================================ It is recommended that you ... read your policy. notify your Northwestern Mutual agent or the Company at 720 East Wisconsin Avenue, Milwaukee, WI 53202, of an address change. call your Northwestern Mutual agent for information--particularly on a suggestion to terminate or exchange this policy for another policy or plan. Election of Trustees The members of The Northwestern Mutual Life Insurance Company are its policyholders of insurance policies and deferred annuity contracts. The members exercise control through a Board of Trustees. Elections to the Board are held each year at the annual meeting of members. Members are entitled to vote in person or by proxy. VARIABLE WHOLE LIFE POLICY WITH ADDITIONAL PROTECTION Eligible For Annual Dividends Insurance payable at death of Insured. Fixed premiums payable for period shown on page 3. Benefits reflect investment results. Variable benefits described in Section 1, 3, 6, 7 and 8. THE DEATH BENEFIT MAY INCREASE OR DECREASE DAILY DEPENDING ON INVESTMENT RESULTS. HOWEVER, IF NO PREMIUM IS UNPAID AS OF ITS DUE DATE, THE DEATH BENEFIT WILL NOT BE LESS THAN THE MINIMUM GUARANTEED DEATH BENEFIT SHOWN ON PAGE 3, LESS ANY POLICY DEBT. THE CASH VALUE UNDER THIS POLICY MAY INCREASE OR DECREASE DAILY DEPENDING ON INVESTMENT RESULTS. THERE IS NO GUARANTEED MINIMUM CASH VALUE. NORTHWESTERN MUTUAL LIFE (R) ================================================================================