EX-99.27(D)(1) 4 dex9927d1.txt FORM OF SPECIMEN FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY [LOGO OF JOHN HANCOCK COMPANY] Life Insurance Company (U.S.A.) A Stock Company LIFE INSURED [John J. Doe] POLICY NUMBER [12 345 678] PLAN NAME [Corporate VUL] FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY ADJUSTABLE DEATH BENEFIT BENEFIT PAYABLE ON LIFE INSURED'S DEATH FLEXIBLE PREMIUMS PAYABLE TO ATTAINED AGE 100 DURING THE LIFE INSURED'S LIFETIME NON-PARTICIPATING (NOT ELIGIBLE FOR DIVIDENDS) Subject to the conditions and provisions of this policy, if the Life Insured dies while the policy is in force, the John Hancock Life Insurance Company (U.S.A.) ("the Company") agrees to pay the Insurance Benefit to the beneficiary in a lump sum, and to provide the other benefits, rights, and privileges, if any, of the policy. The Insurance Benefit is described in Section 6. If the Company makes other plans of payment available other than a lump sum, then a Beneficiary may request written election of any such other plans in lieu of a lump sum. Your Net Premiums are added to your Policy Value. You may allocate them to one or more of the Investment Accounts and to the Fixed Account, subject to Section 16, and any other applicable provisions of the policy. The portion of your Policy Value that is in an Investment Account will vary from day to day. The amount is not guaranteed; it may increase or decrease, depending on the investment experience of the underlying Subaccounts for the Investment Accounts that you have chosen. The portion of your Policy Value that is in the Fixed Account will accumulate, after deductions, at rates of interest we determine. Such rates will not be less than the Fixed Account Annual Rate shown in Section 1. The amount of the Insurance Benefit, or the duration of the insurance coverage, or both, may be variable or fixed under specified conditions and may increase or decrease as described in Section 6. READ YOUR POLICY CAREFULLY. It is a contract between you and us. RIGHT TO RETURN POLICY. If for any reason you are not satisfied with your policy, you may return it for cancellation by delivering or mailing it to us or to the agent who sold it. If this policy does not replace another policy, you may return it within TEN days after receiving it, or if it replaces another policy, you may return it within TWENTY days after receiving it. We will refund in full the payment made. The policy will be void from the beginning. Signed for the Company by: SPECIMEN SPECIMEN /s/ John DesPrez III /s/ James D. Gallagher -------------------- ---------------------- President Secretary 05CVUL C0105A Policy Provisions Section 1. Policy Specifications 2. Table of Rates 3. Definitions 4. Qualification as Life Insurance 5. Total Face Amount 6. Insurance Benefit 7. Interest On Proceeds 8. Premiums 9. Grace Period 10. Policy Termination 11. Reinstatement 12. Coverage at and after Attained Age 100 13. Policy Value 14. Loan Account, Fixed Account, Investment Accounts 15. Separate Account and Subaccounts 16. Allocations and Transfers 17. Loans 18. Surrenders and Withdrawals 19. Owner and Beneficiary 20. Assignment 21. Misstatements 22. Suicide 23. Incontestability 24. The Contract 25. Right to Postpone Payment of Benefits 26. Claims Of Creditors 27. Reports To Owner 28. How Values Are Computed 2 --------------------------------------------------------------------------------------- 1. POLICY SPECIFICATIONS --------------------------------------------------------------------------------------- Life Insured [JOHN DOE] Plan Name [Corporate VUL] Age at Policy Date [35] Policy Number [12 345 678] Sex [MALE] Issue Date [July 1, 2005] Risk Classification [Non Smoker] [Standard] Policy Date [July 1, 2005] Additional Ratings [not applicable] Owner, Beneficiary As designated in the application or subsequently changed Death Benefit Option at Issue [Option 1] Life Insurance Qualification [Cash Value Accumulation Test] Test Elected Base Face Amount at Issue $[500,000] Supplemental Face Amount at Issue $[ 0] ---------- Total Face Amount at Issue $[500,000] Governing Law [Alaska] [Other Benefits and Specifications] [As hereinafter described in this Section 1] [Enhanced Cash Value Rider] PREMIUMS AT ISSUE Premium Mode [Annual] Planned Premium $ [20,295.00 per year] Minimum Initial Premium $ [1,691.25] [Limiting Premium] $ [20,295.00]
Notice: This policy provides life insurance coverage for the lifetime of the Life Insured if sufficient premiums are paid. Premium payments in addition to the planned premium shown may need to be made to keep this policy and coverage in force. Keeping the policy and coverage in force will be affected by factors such as: changes in the current cost of insurance rates; the amount, timing and frequency of premium payments; the interest rate being credited to the Fixed Account; the investment experience of the Investment Accounts; changes to the death benefit option; changes in the Total Face Amount; loan activity; withdrawals; and deductions for any applicable Supplementary Benefit riders that are attached to, and made a part of, this policy. Also refer to the Grace Period and Policy Termination provisions in Sections 9 and 10. 3 C0305A ------------------------------------------------------------------------------------------------ 1. POLICY SPECIFICATIONS (continued) - Policy [12 345 678] ------------------------------------------------------------------------------------------------ MAXIMUM EXPENSE CHARGES Deductions from Premium Payments Premium Charge [7.00%] of each premium paid [Enhanced Cash [0.5%] of premium paid up to the Limiting Premium in each Value Rider of the first [7] Policy Years as defined under Rider Information Charge] in this Section 1] Monthly Deductions: the following charges are deducted monthly from the Policy Value Administrative Charge $ 12.00 Face Amount Charge $ [0.21] per $1000 of Base Face Amount for the first 10 Policy Years Cost of Insurance Determined in accordance with Section 13. Maximum monthly rates Charge per $1,000 are shown in Section 2. Asset-Based Risk Percentage of Investment Account assets as shown below Charge (percentage shown is deducted monthly): Percent of Investment Policy Years Account assets 1-10 [0.075]% 11+ [0.03]% Supplementary Benefit Charges for applicable riders are shown under Supplementary rider charges Benefits of this Section 1. Withdrawal Fee $ 25.00 per withdrawal, or 2 % of the withdrawal if less.
3A C03A05A --------------------------------------------------------------------------------------------- 1. POLICY SPECIFICATIONS (continued) - Policy [12 345 678] --------------------------------------------------------------------------------------------- TABLE OF VALUES Refer to your policy provisions for details on the terms and values shown in this table. Minimum Total Face Amount $ 100,000 Minimum Base Face Amount $ 50,000 Maximum Supplemental Face Amount [$ .00] Allocation Date [10TH day after the Issue Date] Fixed Account Annual Rate Not less than 3% Loan Interest Credited Annual Rate Not less than 3% Maximum Loan Interest Charged Annual Rate Policy Years 1-10 3.75% Policy Years 11+ 3.25% Maximum Loan Interest Credited Differential Policy Years 1-10 0.75% Policy Years 11+ 0.25% Minimum Loan Amount $ 500 Minimum Withdrawal Amount $ 500 Death Benefit Discount Factor 1.0024663 Maximum Transfer Fee $25 (See Section 16 for Transfer Restrictions) Fixed Account Maximum Transfer Percentage 25% Fixed Account Maximum Transfer Amount $2,000 Investment Account Maximum Transfer Amount $ 1,000,000 Maximum Annual Premium $ 1,000,000
3B C03B05A ------------------------------------------------------------------------------------- 2. TABLE OF RATES- Policy [12 345 678] ------------------------------------------------------------------------------------- A. RATE TABLE Minimum Minimum Maximum Monthly Death Maximum Monthly Death Attained Rates per $1,000 of Benefit Attained Rates per $1,000 of Benefit Age Net Amount at Risk Factors Age Net Amount at Risk Factors ------------------------------------------------------------------------------------- 35 0.176 3.9726 79 7.924 1.2737 36 0.187 3.8433 80 8.635 1.2560 37 0.200 3.7186 81 9.431 1.2392 38 0.215 3.5985 82 10.339 1.2232 39 0.233 3.4829 83 11.374 1.2082 40 0.252 3.3717 84 12.514 1.1942 41 0.275 3.2649 85 13.738 1.1812 42 0.297 3.1623 86 15.022 1.1692 43 0.323 3.0636 87 16.357 1.1580 44 0.350 2.9689 88 17.738 1.1475 45 0.380 2.8779 89 19.172 1.1374 46 0.411 2.7904 90 20.678 1.1277 47 0.444 2.7064 91 22.287 1.1181 48 0.480 2.6255 92 24.064 1.1082 49 0.519 2.5477 93 26.120 1.0979 50 0.561 2.4728 94 28.813 1.0869 51 0.610 2.4008 95 32.818 1.0748 52 0.666 2.3317 96 39.643 1.0616 53 0.729 2.2654 97 53.066 1.0476 54 0.800 2.2019 98 83.333 1.0334 55 0.877 2.1412 99 83.333 1.0198 56 0.960 2.0831 100+ 0.000 1.0000 57 1.047 2.0275 58 1.140 1.9742 59 1.239 1.9230 60 1.350 1.8740 61 1.474 1.8269 62 1.613 1.7818 63 1.772 1.7387 64 1.949 1.6976 65 2.143 1.6584 66 2.351 1.6211 67 2.573 1.5855 68 2.809 1.5516 69 3.065 1.5191 70 3.354 1.4880 71 3.682 1.4583 72 4.060 1.4301 73 4.496 1.4033 74 4.984 1.3781 75 5.513 1.3546 76 6.077 1.3325 77 6.666 1.3117 78 7.276 1.2922 The above rates will be adjusted for any applicable Additional Ratings shown in Section 1.
4 C0405A -------------------------------------------------------------------------------- 3. DEFINITIONS -------------------------------------------------------------------------------- The term "Additional Rating" is an increase in the Cost of Insurance that is applied when a Life Insured does not meet, at a minimum, our underwriting requirements for the standard Risk Classification. The term "Age" means, on any policy anniversary, the age of the person in question at his or her birthday nearest that date. The term "Annual Processing Date" means every 12th Processing Date starting with the Processing Date next after the Policy Date. The term "Attained Age" on any date means the Age plus the number of whole years that have elapsed since the Policy Date. The term "Business Day" means any day that we are open for business and the New York Exchange is open for trading. The net asset value of the underlying shares of a Subaccount will be determined at the end of each Business Day. We will deem each Business Day to end at the close of regularly scheduled trading of the New York Stock Exchange (currently 4:00 p.m. Eastern Time) on that day. The term "date" means a calendar day ending at midnight local time at our Service Office. The term "Fixed Account" is that part of the Policy Value which reflects the value you have in our general account. The term "Fund" means each division, with a specific investment objective, of a Series Fund. The term "in force" means that the policy has not terminated in accordance with Section 10, or surrendered in accordance with Section 18. The term "Investment Account" means that part of the Policy Value which reflects the value you have in one of our Subaccounts. The term "Issue Date" is the date shown in the Policy Specifications of this policy from which the Suicide and Incontestability provisions are applied. The term "Minimum Initial Premium" means the minimum premium needed to put the policy in force and is shown in Section 1. The term "Loan Account" is that part of the Policy Value which reflects amounts transferred from the Fixed Account or the Investment Accounts as collateral for a policy loan. The term "Net Cash Surrender Value" equals the Policy Value less the Policy Debt. The term "Net Policy Value" equals the Policy Value less the value in the Loan Account. The term "Net Premium" is the gross premium paid less any Premium Charge. It is the amount of premium allocated to the Fixed Account and or to the Investment Accounts. The term "Planned Premium" means the premium that is selected in the application for the policy, which is intended to be paid on a regular modal basis. The term "Policy Date" is the date from which charges for the first Monthly Deduction are calculated. The Policy Date is shown in Section 1. Policy Years, Policy Months, and Policy Anniversaries are determined from the Policy Date. The term "Policy Debt" as of any date equals (a) plus (b) plus (c), minus (d), where: (a) is the total amount of loans borrowed as of such date; (b) is the total amount of any unpaid loan interest charges borrowed against the policy on a Policy Anniversary; (c) is any interest charges accrued from the last Policy Anniversary to the current date; and (d) is the total amount of loan repayments as of such date. The term "Policy Value" is the sum of the values in the Loan Account, the Investment Accounts, and the Fixed Account. The term "Policy Year" means (a) or (b) below whichever is applicable. (a) The first Policy Year is the period beginning on the Policy Date and ending on the Business Day immediately preceding the first Annual Processing Date. (b) Each subsequent Policy Year is the period beginning on an Annual Processing Date and ending on the Business Day immediately preceding the next Annual Processing Date. 5 C0505A -------------------------------------------------------------------------------- 3. DEFINITIONS (continued) -------------------------------------------------------------------------------- The term "Processing Date" means the first day of a Policy Month. A Policy Month shall begin on the day in each calendar month that corresponds to the day of the calendar month on which the Policy Date occurred. If the Policy Date is the 29th, 30th, or 31st day of a calendar month, then for any calendar month that has fewer days, the first day of the Policy Month will be the last day of such calendar month. The Policy Date is not a Processing Date. The term "Separate Account" means Separate Account N of the John Hancock Life Insurance Company (U.S.A.). The term "Series Fund" means a series type mutual fund registered under the Investment Company Act of 1940 as an open-end diversified management investment company. The term "Service Office" is the office that we designate to service this policy as shown on the back cover of your policy. The term "Subaccount" refers to one of the subaccounts of the Separate Account. The terms "we", "us", and "our" refer only to the Company. The term "written request" is your request to us which must be in a form satisfactory to us, signed and dated by you, and filed at our Service Office or, if permitted by our administrative practices, an electronic mail message ("e-mail") received by us at the internet address specified by us for receipt of such messages. The terms "you" and "your" refer only to the Owner of this policy. -------------------------------------------------------------------------------- 4. QUALIFICATION AS LIFE INSURANCE -------------------------------------------------------------------------------- It is the intent that this policy be considered as life insurance for federal income tax purposes, notwithstanding any other provisions of the policy to the contrary, in order to comply with Section 7702 of the Internal Revenue Code of 1986, or any other equivalent section of the Code. We reserve the right to make any reasonable adjustments to the terms or conditions of this policy if it becomes necessary to allow it to qualify as life insurance. This provision should not be construed to guarantee that this policy will receive tax treatment as life insurance or that the tax treatment of life insurance will never be changed by the future actions of any tax authority. In order for this policy to qualify as life insurance, one of the following tests will apply to the policy. The test you elected is shown in Section 1. Your election cannot be changed after issue. Guideline Premium Test Under this test, the sum of the premiums paid into the policy may not at any time exceed the guideline premium limitation as of such time. The guideline premium limitation, is as of any date, the greater of: (a) the Guideline Single Premium; and (b) the sum of the Guideline Level Premiums to such date. If you elected this test, the Guideline Single Premium and the Guideline Level Premium are shown in Section 1. If at any time the premiums received under the policy exceed the amount allowable for such tax qualification, such excess amount shall be removed from the policy as of the date of its payment, together with interest and/or investment experience thereon from such date, and any appropriate adjustment in the Death Benefit shall be made as of such date. This excess amount shall be refunded to you no later than 60 days after the end of the applicable Policy Year. If this excess amount is not refunded by then, the Total Face Amount under the policy shall be increased retroactively so that at no time is the Death Benefit ever less than the amount necessary to ensure or maintain such tax qualification. In no event, however, will we refuse to accept any premium necessary to prevent the policy from terminating but only if such premium payment would result in a zero Policy Value at the end of the policy year. In addition, the Minimum Death Benefit, as described in section 6, must be maintained. Cash Value Accumulation Test Under this test, the Minimum Death Benefit, as described in section 6, must be maintained. We reserve the right to modify the Minimum Death Benefit Factors shown in Section 2, retroactively if necessary, to ensure or maintain qualification of this policy as a life insurance contract for federal income tax purposes, notwithstanding any other provisions of this policy to the contrary. Effect on Life Insurance Qualification Tests A change in Death Benefit Option or Total Face Amount, or certain other policy changes, will often change the policy's limits under the Life Insurance Qualification Test that you elected. As applicable, the Guideline Single Premium and the Guideline Level Premium may be changed. We reserve the right to refuse or limit any request for a change if the change would cause the policy to fail to qualify as life insurance for tax purposes. 6 -------------------------------------------------------------------------------- 5. TOTAL FACE AMOUNT -------------------------------------------------------------------------------- The Total Face Amount is made up of two components: (i) the Base Face Amount, and (ii) any Supplemental Face Amount. Minimum Base Face Amount, minimum Total Face Amount and maximum Supplemental Face Amount limits are shown in Section 1. Upon request, we will consider waiving such limits. The Total Face Amount remains equal to the Total Face Amount at Issue, shown in Section 1, unless we agree to a change. If scheduled increases in any Supplemental Face Amount are permitted, they are elected on the application. After the first Policy Year, while the Life Insured is alive and the policy is in force, unscheduled changes to the Base Face Amount and Supplemental Face Amount may be requested in writing. We reserve the right to limit the number of such unscheduled changes to one per Policy Year. We also reserve the right to limit the maximum and minimum amounts of unscheduled changes. All requested changes will be subject to our approval. Increase in Total Face Amount As a condition of our approval of any unscheduled increase in Total Face Amount, we may require evidence of insurability satisfactory to us. A minimum premium payment may also be required. When a requested change becomes effective, and if required by our then current rules, a change in future Planned Premiums will automatically be effected to comply with those rules. Any change will be effective on the next Annual Processing Date after our approval. Reduction of Total Face Amount You may request a reduction in Total Face Amount while this policy is in force. Any reduction in the Total Face Amount will be implemented by first reducing any Supplemental Face Amount. We reserve the right to allow a reduction in Base Face Amount first. Without our prior approval, the Base Face Amount cannot be reduced below the minimum as shown in Section 1. Any reduction in Supplemental Face Amount or Base Face Amount will be effective on the next Processing Date after our approval. -------------------------------------------------------------------------------- 6. INSURANCE BENEFIT -------------------------------------------------------------------------------- If the Life Insured dies while the policy is in force, we will pay the Insurance Benefit upon receipt of due proof of death of the Life Insured, subject to any applicable provisions of the policy. If the Life Insured dies on or after the date we receive a request from you to surrender the policy, no Insurance Benefit will be paid. We will pay the amount payable under the Surrenders and Withdrawals provision instead. Insurance Benefit The Insurance Benefit payable is: (a) the Death Benefit as described below; plus (b) any amounts payable under any Supplementary Benefit riders as a result of the Life Insured's death that form part of the contract; less (c) any outstanding Policy Debt at the date of death. If the Life Insured dies during a grace period, the Insurance Benefit payable described above will be modified as follows: (a) the Insurance Benefit will be reduced by any outstanding Monthly Deductions due; and (b) the Policy Value used in the calculation of the Death Benefit will be the Policy Value as of the date of death of the Life Insured. Death Benefit The Death Benefit will depend on whether Option 1 or Option 2 is in effect on the date of the Life Insured's death. Death Benefit Options Under Option 1, the Death Benefit is equal to the Total Face Amount at the date of death of the Life Insured. Under Option 2, the Death Benefit is equal to the Total Face Amount at the date of death of the Life Insured plus the Policy Value at the date of death of the Life Insured. The Death Benefit after the Life Insured's Attained Age 100 will be as described in Section 12. 7 C0705A -------------------------------------------------------------------------------- 6. INSURANCE BENEFIT (continued) -------------------------------------------------------------------------------- If any withdrawals are made, the Death Benefit, whether Option 1 or Option 2 is in effect, will be less than it would have been if no withdrawals were made. Withdrawals reduce the Death Benefit by reducing: (a) the Total Face Amount if Option 1 is in effect, as specified in Section 18; or (b) the Policy Value if Option 2 is in effect. Change of Death Benefit Option You may request in writing to change your Death Benefit Option from 2 to 1 while the policy is in force, subject to the Minimum Base Face Amount shown in Section 1. The change will be effective on the next Processing Date, and the Total Face Amount after the change will be equal to the Total Face Amount immediately before the change plus the Policy Value as of the effective date of the change. Minimum Death Benefit The sum of the Death Benefit as described above and any amounts payable upon death of the Life Insured under any Supplementary Benefit riders will never be less than the Minimum Death Benefit. The Minimum Death Benefit is equal to the Policy Value on the date of death multiplied by the Minimum Death Benefit Factor for the Attained Age of the Life Insured. The Minimum Death Benefit Factors are shown in Section 2. To the extent that the Net Amount at Risk associated with the Minimum Death Benefit that results from this calculation exceeds our guidelines and limitations that may be in effect, we reserve the right to: (a) distribute to you a portion of the Policy Value such that the Net Amount at Risk associated with the resulting Minimum Death Benefit does not exceed our guidelines and limitations in effect; or (b) if we should decide to accept the additional death benefit, require evidence of insurability satisfactory to us. -------------------------------------------------------------------------------- 7. INTEREST ON PROCEEDS -------------------------------------------------------------------------------- We will pay interest on proceeds paid in one sum in the event of the Life Insured's death from the date of death to the date of payment. If the state does not specify the interest rate, we will use the rate for insurance benefits left on deposit with us. -------------------------------------------------------------------------------- 8. PREMIUMS -------------------------------------------------------------------------------- The Minimum Initial Premium is shown in Section 1. No insurance will take effect under this policy until our underwriters approve issuance of this policy and the conditions specified in the application form have been satisfied, including receipt of at least the Minimum Initial Premium at our Service Office. When we receive a premium, we first deduct any amount specified as payment of accrued interest on loans then due under Section 17 and any amount specified as loan repayment. The remainder will constitute Premium. We then deduct the applicable Deductions from Premium Payments (maximum amounts are shown in Section 1). If coverage under the policy takes effect in accordance with the provisions of the application, we will process any premium payment as of the end of the Business Day the payment is received at our Service Office, subject to the limitations of the life insurance qualification test elected by you and to our maximum limits then in effect, unless one of the following exceptions applies. (i) We will process a payment received prior to the Policy Date as if received on the Policy Date. (ii) We will process the portion of any premium payment for which we require evidence of the Life Insured's continued insurability on the first Business Day after we have received such evidence and found it satisfactory to us. (iii) If our receipt of any premium payment (or portion thereof) would cause a problem for the policy to qualify as a "life insurance contract" under the federal income tax laws, we will not process such payment or portion. However, in the case of certain other tax situations, we will process the payment (or portion thereof) on the first Business Day after we have received satisfactory written instructions from you. 8 -------------------------------------------------------------------------------- 8. PREMIUMS (continued) -------------------------------------------------------------------------------- You may pay premiums until the Life Insured reaches Attained Age 100, at which time Monthly Deductions cease and no further premiums may then be paid as described in Section 12. If any premium payment would result in an increase in the Minimum Death Benefit, we reserve the right to either refund the premium or to require evidence of insurability satisfactory to us for any increase in the Minimum Death Benefit. Subject to these limitations, you may pay premiums until the Life Insured reaches, or would have reached Attained Age 100. On request, we will give you a receipt signed by one of our officers. Continuation of Insurance Upon Discontinuance of Premium Payments If you discontinue paying premiums, we will continue taking the Monthly Deductions from the Policy Value. Your insurance coverage will continue subject to the Grace Period, and Policy Termination provisions in Sections, 9 and 10. -------------------------------------------------------------------------------- 9. GRACE PERIOD -------------------------------------------------------------------------------- Default The policy and any Supplementary Benefit riders will go into default if, at the beginning of any Policy Month, the Net Cash Surrender Value is less than or equal to zero after we take the Monthly Deduction that is due for that month. Grace Period Duration We will allow 61 days from the date the policy goes into default, for you to pay the amount that is required to bring the policy out of default. At least 30 days prior to termination of coverage, we will send notice to your last known address, specifying the amount you must pay to bring the policy out of default. If we have notice of a policy assignment on file at our Service Office, we will also mail a copy of the notice of the amount due to the assignee on record. Default Payment The amount required to bring the policy out of default, referred to as the Default Payment, is equal to (a) plus (b) plus (c) where: (a) is the amount by which all unpaid monthly deductions exceeds the Net Cash Surrender Value at the date of default;; (b) is an amount equal to all Premium Payments (as described in section 8) on the date of default; (c) is an amount equal to 2 times the Monthly Deduction due on the date of default. When payment is received, any expense charges which are past due and unpaid will be immediately deducted from the Net Policy Value. If the Default Payment has not been paid by the end of the grace period, the policy will terminate. Upon termination of the policy, the remaining Net Cash Surrender Value, if any, will be paid to the Owner. If the Life Insured dies while the policy is in default, then we will deduct from the proceeds all Monthly Deductions due and unpaid as of the date of the Life Insured's death. No Supplementary Benefit riders will be in effect after the policy terminates. -------------------------------------------------------------------------------- 10. POLICY TERMINATION -------------------------------------------------------------------------------- This policy terminates on the earliest of the following events: (a) the end of the grace period for which we have not received the amount necessary to bring the policy out of default; (b) surrender of the policy for its Net Cash Surrender Value; or (c) the death of the Life Insured. -------------------------------------------------------------------------------- 11. REINSTATEMENT -------------------------------------------------------------------------------- If the policy terminates at the end of a grace period in which you did not make a required payment, the policy may be reinstated within 3 years from the date of default. The policy cannot be reinstated if it has been surrendered for its Net Cash Surrender Value. Without our prior approval, the requirements for reinstatement are as follows: (1) we must receive written request for reinstatement; (2) we must receive evidence of insurability satisfactory to us for the Life Insured, and for any insureds covered under any Supplementary Benefit rider that you wish to reinstate; (3) we must receive a premium equal to the amount that was required to bring the policy out of default immediately prior to termination, plus the amount needed to keep the policy in force to the next scheduled date for payment of the Planned Premium. 9 C0905A -------------------------------------------------------------------------------- 11. REINSTATEMENT (continued) -------------------------------------------------------------------------------- Requirements (2) and (3) must be satisfied within 60 days after the date we receive written request for reinstatement. If we approve your request, (a) the reinstatement date will be the date we receive the required payment at our Service Office; (b) the Policy Value on the date of reinstatement, prior to the crediting of any Net Premium paid on the reinstatement, will be equal to the Policy Value on the date the policy terminated. -------------------------------------------------------------------------------- 12. COVERAGE AT AND AFTER ATTAINED AGE 100 -------------------------------------------------------------------------------- Coverage under this policy at and after the Life Insured's Attained Age 100 is subject to the stipulations stated below. Death Benefit The Death Benefit will be determined in the same respect as specified in Section 6 except that the amount of any Supplemental Face Amount will be limited to the Policy Value on the date of death if the Policy Value is less than the Supplemental Face Amount on the date of death. Premiums and Monthly Deductions We will not accept any further premium payments. We will cease to take Monthly Deductions for charges listed in Section 1. Credited Interest We will continue to credit interest monthly to the Fixed Account portion of the Policy Value. Policy Debt and Default Loan interest will continue to be charged if there is an outstanding loan when Monthly Deductions and premium payments cease at the Life Insured's Attained Age 100 The policy will go into default at any time the Policy Debt exceeds the Policy Value, and Section 9, Grace Period, and Section 17, Loans, will apply. -------------------------------------------------------------------------------- 13. POLICY VALUE -------------------------------------------------------------------------------- Net Premiums Added When we receive your premium payments at our Service Office, we deduct a Premium Charge which will not exceed the amount shown in Section 1 and add the balance remaining (the Net Premium) to your Policy Value. We will do this before we take any deductions due on that Business Day. Investment allocation of the initial premium payment and any subsequent premium payments will be in accordance with the Allocations provision of Section 16. While a loan exists, we will treat the amounts you pay as premiums unless you request in writing that they be treated as loan repayments. If you instruct us to do so, we will first deduct from such payments the amount of accrued interest on loans and then deduct the amount specified as a loan repayment before applying any balance remaining as a premium payment. Monthly Deductions A deduction is due and will be taken from your Policy Value as of the Policy Date and as of each applicable Processing Date. Monthly Deductions are calculated from the Policy Date. If, at your request, we set the Policy Date to a date which precedes the date on which we receive the initial premium, Monthly Deductions due for the period prior to receipt of the initial premium will be taken on the later of the date we receive the initial premium and the date our underwriters approve issuance of this policy. Unless we agree otherwise, or you do not have sufficient funds in an account, we will take Monthly Deductions from the Investment Accounts and the Fixed Account in the same proportion that the Policy Value in each of these accounts bears to the Net Policy Value immediately prior to the deduction. Monthly Deductions are due until the Policy Anniversary on which the Life Insured reaches Attained Age 100 at which time we will cease to take any further Monthly Deductions as described in Section 12. 10 -------------------------------------------------------------------------------- 13. POLICY VALUE (continued) -------------------------------------------------------------------------------- The Monthly Deduction for any Policy Month that will be deducted from your Policy Value consists of charges (a) through (f) listed below, each of which will be deducted in the order as listed, where: (a) is the Asset-Based Risk Charge; (b) is the Face Amount Charge, if any; (c) is the Administrative Charge; (d) is the sum of the charges for riders which are part of the policy, if any, provided such charges are deducted from the Policy Value and are not based on the Cost of Insurance Charge; (e) is the sum of all charges for ratings, if applicable; and (f) is the Cost of Insurance Charge, as described below. Cost of Insurance Charge The rates for the Cost of Insurance Charge, as of the Policy Date and subsequently for each increase in Total Face Amount, are based on the Life Insured's Sex, if applicable, Age, Risk Classification, Net Amount at Risk, and duration that the coverage has been in force. The Cost of Insurance Charge for a specific Policy Month is the charge for the Net Amount at Risk, including any ratings and any supplementary benefit riders which are part of the policy. The charge for the Net Amount at Risk is an amount equal to the per dollar cost of insurance rate for that month multiplied by the Net Amount at Risk, and will be based on our expectations of future mortality, persistency, investment earnings, expense experience, capital and reserve requirements, and tax assumptions. The Maximum Monthly Rates at any age are shown in Section 2 as a rate per $1,000 of Net Amount at Risk. These rates per $1,000 will be increased for any applicable Additional Rating shown in Section 1. To get the maximum rate per dollar, the rate shown must be divided by 1,000. Each Cost of Insurance Charge is deducted in advance of the applicable insurance coverage for which we are at risk. The Cost of Insurance calculation will reflect any adjustment for the Minimum Death Benefit. We review our Cost of Insurance rates from time to time, and may re-determine Cost of Insurance rates at that time on a basis that does not discriminate unfairly within any class of lives insured. Net Amount at Risk The Net Amount at Risk is the amount determined by subtracting (a) from the greater of (b) or (c) where: (a) is the Policy Value at the end of the immediately preceding Business Day less all charges due on the Policy Date or Processing Date; (b) (i) is the Total Face Amount divided by the Death Benefit Discount Factor shown in Section 1 for Death Benefit Option 1; or (ii) is the Total Face Amount divided by the Death Benefit Discount Factor shown in Section 1 plus the Policy Value for Death Benefit Option 2; and (c) is the amount defined in (a) multiplied by the applicable Minimum Death Benefit Factor for the Life Insured's Attained Age as shown in Section 1. -------------------------------------------------------------------------------- 14. LOAN ACCOUNT, FIXED ACCOUNT, INVESTMENT ACCOUNTS -------------------------------------------------------------------------------- The Policy Value at any time is equal to the sum of the values you have in the Loan Account, the Fixed Account, and the Investment Accounts. Loan Account Value The amount you have in the Loan Account at any time equals: (a) amounts transferred to it for loans or borrowed loan interest; plus (b) interest credited to it; less (c) amounts transferred from it for loan repayment. For details regarding the Loan Account, see Section 17. Fixed Account Value The amount you have in the Fixed Account at any time equals: (a) Net Premiums allocated to it; plus (b) amounts transferred to it; plus (c) interest credited to it; less (d) amounts deducted from it; less (e) amounts transferred from it; less (f) amounts withdrawn from it. 11 C1105A -------------------------------------------------------------------------------- 14. LOAN ACCOUNT, FIXED ACCOUNT, INVESTMENT ACCOUNTS (continued) -------------------------------------------------------------------------------- We will determine the rate or rates of interest to be credited to the Fixed Account. Any additional interest will be credited no less frequently than annually. Additional interest is nonforfeitable after crediting. The rate or rates of interest will be determined prospectively and will be based on our expectations for the Fixed Account's future investment earnings, persistency, mortality, expense and reinsurance costs and future tax, reserve, and capital requirements, but in no event will the minimum credited interest be less than the Fixed Account Annual Rate shown in Section 1. The rate or rates of interest will be determined on a uniform basis for life insureds with the same timing and amount of premium, same amount of Policy Debt, and whose policies have been in force for the same length of time. For all transactions, interest is calculated from the date of the transaction. Investment Account Value The amount you have in an Investment Account at any time equals the number of units in that Investment Account multiplied by the unit value of the corresponding Subaccount at that time. The number of units in an Investment Account at any time equals (a) minus (b), where: (a) is the number of units credited to the Investment Account because of: (1) Net Premiums allocated to it; and (2) amounts transferred to it; and (b) is the number of units canceled from the Investment Account because of: (1) amounts deducted from it; (2) amounts transferred from it; and (3) amounts withdrawn from it. The number of units credited or canceled for a given transaction is equal to the dollar amount of the transaction, divided by the unit value on the Business Day of the transaction. See the Unit Value Calculation provision in Section 15 for details on how unit values are determined. -------------------------------------------------------------------------------- 15. SEPARATE ACCOUNT AND SUBACCOUNTS -------------------------------------------------------------------------------- The Separate Account is authorized to invest in the shares of the John Hancock Trust or of other management investment companies. Each Subaccount of the Separate Account purchases shares of corresponding Funds of a Series Fund of the John Hancock Trust or of other management investment companies. The assets of the Separate Account are the property of the Company. They are used to support the Policy Values of variable life insurance policies. Income, gains, and losses of the Separate Account are credited to, or charged against, the Separate Account without regard to other income, gains and losses. The part of the assets that is equal to the Investment Account values in respect of all variable life insurance policies will not be charged with liabilities from any other business we conduct. We can transfer to our general account, Separate Account assets in excess of the liabilities of the Separate Account arising under the variable life insurance policies supported by the Separate Account. Right to Make Changes We reserve the right to make certain changes if, in our judgment, they would best serve the interests of the owners of policies such as this or would be appropriate in carrying out the purposes of such policies. Any changes will be made only to the extent and in the manner permitted by applicable laws. Also, when required by law, we will obtain your approval of the changes and approval from any appropriate regulatory authority. Examples of the changes we may make include the following: (a) To operate a Separate Account in any form permitted under the Investment Company Act of 1940, or in any other form permitted by law. (b) To take any action necessary to comply with or obtain and continue any exemptions from the Investment Company Act of 1940. (c) To create new separate accounts, or to combine any two or more separate accounts including the Separate Account, or to de-register the Separate Account under the Investment Company Act of 1940, or to transfer assets between the Separate Account and other separate accounts. 12 -------------------------------------------------------------------------------- 15. SEPARATE ACCOUNT AND SUBACCOUNTS (continued) -------------------------------------------------------------------------------- (d) To transfer any assets in a Subaccount to another Subaccount, or to add, combine or remove Subaccounts. (e) To substitute, for the investment company shares held in any Subaccount, another class of shares of the investment company or the shares of another investment company or any other investment permitted by law. (f) To make any other necessary technical changes in this policy in order to conform with any action this provision permits us to take. The investment policy of a Subaccount within the Separate Account shall not be materially changed unless a statement of the change is first filed with any jurisdiction requiring such a filing. In the event of such a change in investment policy, and while this policy is in force, you may elect a transfer to the Fixed Account as described in Section 16. Unit Value Calculation We will determine the unit values for each Subaccount as of the end of each Business Day. The unit value for each Subaccount was established at $10 for the first Business Day that an amount was allocated, or transferred to the particular Subaccount. For any subsequent Business Day, the unit value for that Subaccount is obtained by multiplying the unit value for the immediately preceding Business Day by the net investment factor for the particular Subaccount on such subsequent Business Day. Net Investment Factor The net investment factor for a Subaccount on any Business Day is equal to (a) divided by (b) minus (c), where: (a) is the net asset value of the underlying Fund shares held by that Subaccount as of the end of such Business Day before any policy transactions are made on that day; (b) is the net asset value of the underlying Fund shares held by that Subaccount as of the end of the immediately preceding Business Day after all policy transactions were made for that day; and (c) is a charge not exceeding the daily Asset-Based Risk Charge shown in Section 1. We reserve the right to adjust the above formula for any taxes determined by us to be attributable to the operations of the Subaccount. -------------------------------------------------------------------------------- 16. ALLOCATIONS AND TRANSFERS -------------------------------------------------------------------------------- Allocations We process Net Premiums as described in Section 13. Any Net Premium credited to the Policy Value prior to the Allocation Date, as shown in Section 1, will automatically be invested in the money market investment account. On the Allocation Date (or on the date such Net Premium is received, if later), we will reallocate the amount in the money market investment account attributable to any such Net Premium in accordance with the allocation instructions then in effect. We will allocate all other Net Premiums and credits to the Fixed Account and to any Investment Accounts in accordance with the allocation instructions then in effect. Initial allocation instructions are elected in your application for this policy. You may elect to change your allocation instructions at any time. A change can be elected by written request or by any telephone or internet notification if a currently valid written authorization to make changes in this manner is on file with us. A change will be effective as of the end of the Business Day on which we receive notice satisfactory to us. Instructions to us must express allocation percentages as greater than or equal to zero and less than or equal to 100%, and the sum of the allocation percentages must equal 100%. Allocation percentages must be whole numbers. The date for allocation percentage changes will be as of the end of the Business Day on which we are contacted, as described above, to make the changes. We reserve the right to impose a limit on the number and frequency of such changes and to set minimum and maximum percentages that may be allocated to any Investment Account and the Fixed Account. Transfers In the same way as described above in the Allocations provision, instructions may be given to us at any time while the policy is in force to transfer portions of your Policy Value among the Investment Accounts and the Fixed Account. Transfers are subject to the restrictions described below. 13 C1305A -------------------------------------------------------------------------------- 16. ALLOCATIONS AND TRANSFERS (continued) -------------------------------------------------------------------------------- General Restrictions on Transfers You can make up to 2 transfers per calendar month. You can transfer 100% of the Policy Value to the money market investment account after this limit has been reached. If such transfer to the money market investment account is made, no subsequent transfers from the money market investment account to another Investment Account may be made within 30 days. In lieu of the two transfers per month restriction, we may permit a corporation or other entity that purchases this policy as a means to finance liabilities created by an employee benefit plan to transfer Policy Value among the Investment Accounts within other limits that we will specify. There is no charge for the first 12 transfers in any Policy Year. If you make more than 12 transfers in any Policy Year, the Transfer Fee shown in Section 1 will apply to each subsequent transfer in the Policy Year. We will consider all transfer requests made on the same day as one transfer. Transfers made pursuant to the Asset Allocation Balancer or Dollar Cost Averaging options described below are not subject to the foregoing general restrictions. Without our approval, the maximum amount that may be transferred to or from an Investment Account in any Policy Year may not exceed the Investment Account Maximum Transfer Amount shown in Section 1. We and the John Hancock Trust reserve the right to impose additional restrictions to restrict short-term trading. Additional restrictions that may be imposed regarding transfers include, but are not limited to restricting: (a) the number of transfers made during a defined period; (b) the dollar amount of transfers; (c) the method used to submit transfers; and (d) transfers into and out of certain Investment Accounts. We or the John Hancock Trust may terminate transfer privileges at any time. Restrictions on Transfers to the Fixed Account You may transfer the Policy Value from any of the Investment Accounts to the Fixed Account without incurring any transfer charges, regardless of the number of transfers previously made, provided such transfers occur: (a) within 18 months after the Issue Date, as shown in Section 1; or (b) within the later of (i) or (ii) where (i) is 60 days from the effective date of a material change in the investment objectives of any of the Subaccounts, and (ii) is 60 days from the notification date of such change. Restrictions on Transfers out of the Fixed Account The maximum amount that you can transfer out of the Fixed Account in any one Policy Year is limited to the greater of: (a) the Fixed Account Maximum Transfer Percentage shown in Section 1 multiplied by the value in the Fixed Account at the previous Annual Processing Date; and (b) the Fixed Account Maximum Transfer Amount shown in Section 1. Any transfer out of the Fixed Account may not involve a transfer to the money market investment account. Asset Allocation Balancer Transfers If you elect this option, we will automatically transfer amounts among your specified Investment Accounts in order to maintain your designated percentage in each account. We will effect the transfers 6 months after the Policy Date and each 6 month interval thereafter. When you change your premium allocation instructions, your Asset Allocation Balancer will change so the two are identical. This change will automatically occur unless you instruct us otherwise, or a Dollar Cost Averaging request is in effect. We reserve the right to cease to offer this option as of 90 days after we send you written notice. Dollar Cost Averaging Transfers If you elect this option, we will automatically transfer amounts each month from one Investment Account to one or more of the other Investment Accounts or the Fixed Account. You must select the amount to be transferred and the accounts. If the value in the Investment Account from which the transfer is being made is insufficient to cover the transfer amount, we will not effect the transfer and we will notify you. We reserve the right to cease to offer this option as of 90 days after we send you written notice. 14 -------------------------------------------------------------------------------- 17. LOANS -------------------------------------------------------------------------------- At any time while this policy is in force and sufficient loan value is available, you can get a loan by written request. Each loan must be for at least the Minimum Loan Amount shown in Section 1. We may require a loan agreement from you as the policy is the only security for the loan. We may defer loans as provided by law or as provided in Section 25. Loans, except those used to pay premiums on policies with us, may not be made if the policy is in the Grace Period as described in Section 9. Available Loan Value The available loan value on any date will be an amount equal to (i) the Net Cash Surrender Value, less (ii)12 times the Monthly Deductions then being deducted from the Policy Value, less (iii) an amount determined as follows: (a) Deduct (ii) above from (i) above. (b) Multiply the result by the difference between the effective annual rate then being charged on loans and the effective annual rate then being credited on the Loan Account. Values will be determined, subject to Section 25, as of the end of the Business Day on which the loan application is received at our Service Office. Loan Account When you take out a loan, or when loan charges are borrowed, we will transfer amounts from the Fixed Account and the Investment Accounts, as applicable, into the Loan Account. Amounts we transfer into the Loan Account cover the loan principal. A Loan Subaccount exists for each Investment Account and for the Fixed Account. Amounts transferred to the Loan Account are allocated to the appropriate Loan Subaccount to reflect the account from which the transfer was made. We will allocate the amounts to be transferred in the same proportion that your value in the Subaccounts bears to the new Policy Value, unless you request otherwise, and our then current rules allow you to designate different proportions. When an amount to be transferred is allocated to an Investment Account, we will redeem units of that Investment Account sufficient in value to cover the allocated amount. These transfers do not count as a transfer for the purposes of the Transfer provisions described in Section 16. Interest is credited to the Loan Account and interest is also charged on the Policy Debt, as described in the Loan Interest Charged and the Loan Interest Credited provisions. Loan Interest Charged Interest will accrue daily on loans. Loan interest will be payable on each Annual Processing Date and on the date the loan is settled. Interest may be paid in advance at the equivalent effective rate. In the event that you do not pay the loan interest charged in any Policy Year, it will be borrowed against the policy and added to the Policy Debt in arrears at the Policy Anniversary. We will allocate the amount borrowed for interest payment in the same proportion that your value in the Fixed Account and the Investment Accounts bears to the Net Policy Value as of the Policy Anniversary. The effective loan interest charged rate will not exceed the Loan Interest Charged Annual Rate shown in Section 1. We will increase the Loan Interest Charged Annual Rate at any time it is determined that the rate being charged would cause a loan to be taxable under any applicable ruling, regulation, or court decision. In such case, we will increase the Loan Interest Charged Annual Rate to an amount that would result in the transaction being treated as a loan under federal tax law. Loan interest will continue to be charged, as described in Section 12, when Monthly Deductions and premium payments cease at the Life Insured's Attained Age 100. Loan Interest Credited Loan interest will accrue daily to amounts in the Loan Account. The effective loan interest rate credited is the difference between the effective loan interest rate charged and the Loan Interest Credited Differential. The difference, in terms of dollars, is the cost of keeping a loan. The differential will not exceed the Loan Interest Credited Differential shown in Section 1. Loan Repayment You may repay the Policy Debt in whole or in part at any time prior to the death of the Life Insured and while the policy is in force. When you make a loan payment or repay a loan, we credit the amount remaining after deduction of the cost of keeping a loan, specified above, to the Loan Account, and make a transfer to the Fixed Account and the Investment Accounts, as applicable. 15 C1505A -------------------------------------------------------------------------------- 17. LOANS (continued) -------------------------------------------------------------------------------- Upon loan repayment, the same proportionate amount of the entire loan as was borrowed from the Fixed Account will be repaid to the Fixed Account. The remainder of the loan repayment will be allocated to the appropriate Investment Accounts in accordance with the allocation instructions then in effect (unless our then current rules allow you to designate a different allocation with your repayment and you in fact do so). Subject to any rider, endorsement, or other provisions, while a loan exists, we will treat any amounts you pay as premiums, unless you request in writing that they be treated as loan repayments. However, when a portion of the Loan Account is allocated to the Fixed Account, we reserve the right, where permitted by state law, to require that premium payments be applied as loan repayments. -------------------------------------------------------------------------------- 18. SURRENDERS AND WITHDRAWALS -------------------------------------------------------------------------------- Surrender of the Policy You may surrender this policy upon written request for its Net Cash Surrender Value at any date prior to the death of the Life Insured. We will determine the Net Cash Surrender Value as of the end of the Business Day on which we have received at our Service Office your written request for full surrender of the policy. We will process the request and pay the Net Cash Surrender Value only if we have not received due proof that the Life Insured died prior to the Surrender Date. After we receive your written request to surrender the policy, no insurance will be in force. Withdrawals Once per Policy Month after the first Policy Anniversary, you may request a withdrawal of part of the Net Cash Surrender Value if available. For each withdrawal we reserve the right to deduct a Withdrawal Fee as shown in Section 1. Withdrawals are subject to the following conditions: (a) without our approval, each withdrawal must be for at least the Minimum Withdrawal Amount shown in Section 1; (b) after the withdrawal, the remaining Net Cash Surrender must be at least equal to 3 times the Monthly Deductions at the time of the withdrawal; (c) we will process the withdrawal, thereby reducing the Policy Value, as of the end of the Business Day on which we receive your written request; (d) we will reduce the amount of the withdrawal if the amount in all accounts is not sufficient to pay the withdrawal plus the Withdrawal Fee; (e) you may specify which Investment Accounts as well as the Fixed Account from which we should make the withdrawal. If we do not receive such instructions, we will allocate the deduction of the withdrawal in the same proportion that the value in the Fixed Account and the Investment Accounts bears to the Net Policy Value; and (f) we will reduce the amount of the withdrawal if it would otherwise cause the Base Face Amount to fall below the Minimum Base Face Amount shown in Section 1. If Death Benefit Option 1 is in effect at the time of the withdrawal, an amount equal to any withdrawal plus any Withdrawal Fee, will be deducted from the Policy Value until the Policy Value multiplied by the appropriate Minimum Death Benefit Factor becomes equal to the Total Face Amount. Your Death Benefit will be continued in accordance with Sections 6 and 12. Withdrawals will reduce, dollar for dollar, Supplemental Face Amount first, and then Base Face Amount. We reserve the right to allow a reduction in Base Face Amount prior to fully reducing Supplemental Face Amount. If the Death Benefit on any given day is equal to the Policy Value times the applicable Minimum Death Benefit Factor, withdrawals on such day will reduce the Death Benefit by the amount withdrawn times the applicable Minimum Death Benefit Factor until the Death Benefit is equal to the Total Face Amount. Your Death Benefit will continue to be determined in accordance with Sections 6 and 12, subject to these provisions. If Death Benefit Option 2 is in effect, an amount equal to any withdrawal and Withdrawal Fee will be deducted from the Policy Value. Withdrawals will not affect the Total Face Amount. Your Death Benefit will continue to be determined in accordance with Sections 6 and 12. 16 -------------------------------------------------------------------------------- 19. OWNER AND BENEFICIARY -------------------------------------------------------------------------------- Until the Life Insured's death, without the consent of any revocable beneficiaries, you can receive any amount payable under the policy and exercise all rights and privileges granted by the policy. Change of Owner Until the Life Insured's death, the owner can change the ownership of the policy by written request. The change will take effect as of the date you signed the written request. It will not apply to any payments we made or any action we may have taken before we received your written request. Trustee Owner Should the owner be a trustee, payment to the trustee(s) of any amount to which the trustee(s) is (are) entitled under the policy, either by death or otherwise, will fully discharge us from all liability under the policy to the extent of the amount so paid. Joint Ownership Two or more owners will own the policy as joint tenants with right of survivorship, unless otherwise requested on the application or in any subsequent assignment of the policy. On death of any of the owners, the deceased owner's interest in the policy passes to the surviving owner(s). Successor Owner Upon the owner's death during the Life Insured's lifetime, a named successor owner will, if then living, have all the owner's rights and interest in the policy. Until the Life Insured's death, the owner, without the consent of any beneficiary or any successor owner, can cancel or change the designation of successor owner. This may be done from time to time by agreement in writing with us. The following four provisions will apply unless there is a beneficiary appointment in force that provides otherwise. Beneficiary Classification You can appoint beneficiaries for the Insurance Benefit in three classes: primary, secondary, and final. Beneficiaries in the same class will share equally in the Insurance Benefit payable to them. Payment To Beneficiaries We will pay the Insurance Benefit: (a) to any primary beneficiaries who are alive when the life insured dies; or (b) if no primary beneficiary is then alive, to any secondary beneficiaries who are then alive; or (c) if no primary or secondary beneficiary is then alive, to any final beneficiaries who are then alive. Change Of Beneficiary Until the Life Insured's death, you can change the beneficiary by written request unless you make an irrevocable designation. We are not responsible if the change does not achieve your purpose. The change will take effect as of the date you signed such request. It will not apply to any payments we made or any action we may have taken before we received your written request. Death Of Beneficiary If no beneficiary is alive when the Life Insured dies, the Insurance Benefit will be payable to you; or if you are the Life Insured, to your estate. Unless otherwise provided, if a beneficiary dies before the seventh day after the death of the Life Insured, we will pay the Insurance Benefit as if the beneficiary had died before the Life Insured. -------------------------------------------------------------------------------- 20. ASSIGNMENT -------------------------------------------------------------------------------- Your interest in this policy may be assigned without the consent of any revocable Beneficiary. Your interest, any interest of the Life Insured and of any revocable Beneficiary shall be subject to the terms of the assignment. We will not be on notice of any assignment unless it is in writing, nor will we be on notice until a duplicate of the original assignment has been filed at our Service Office. We assume no responsibility for the validity or sufficiency of any assignment. -------------------------------------------------------------------------------- 21. MISSTATEMENTS -------------------------------------------------------------------------------- If the age or sex of the Life Insured was misstated in the application, we will, if necessary, change the Base Face Amount, any Supplemental Face Amount, and every other benefit to that which would have been purchased at the correct age or sex by the most recent Cost of Insurance Charge. 17 C1705A -------------------------------------------------------------------------------- 22. SUICIDE -------------------------------------------------------------------------------- If the Life Insured commits suicide, while sane or insane, within 2 years from the Issue Date, the policy will terminate on the date of such suicide and we will pay (in place of all other benefits, if any) an amount equal to the premiums paid less the amount of any Policy Debt on the date of death and less any withdrawals. If the Life Insured commits suicide, while sane or insane, after 2 years from the Issue Date and within 2 years from the effective date of any increase in the Death Benefit including an increase resulting from any payment of premium we are authorized to refuse under Section 4, the benefits payable under the policy will not include the amount of such Death Benefit increase but will include the amount of premium that pertains to the increase. We reserve the right under this provision to obtain evidence of the manner and cause of death of the Life Insured. -------------------------------------------------------------------------------- 23. INCONTESTABILITY -------------------------------------------------------------------------------- This policy shall be incontestable after it has been in force during the lifetime of the Life Insured for two Policy Years from the Issue Date, except for fraud or policy termination, or any provision for reinstatement or policy change requiring evidence of insurability. In the case of reinstatement or any policy change requiring evidence of insurability, the incontestable period shall be two years from the effective date of such reinstatement or policy change. Any premium payment which we accept subject to insurability, and any increase in the Death Benefit resulting from such payment, shall be considered a policy change for purposes of this Section. -------------------------------------------------------------------------------- 24. THE CONTRACT -------------------------------------------------------------------------------- The written application for the policy is attached at issue. The entire contract between the applicant and us consists of the policy, such application, and any riders and endorsements. However, additional written requests or applications for policy changes or acceptance of excess payment may be submitted to us after issue and such additional requests may become part of the policy. All statements made in any application shall, in the absence of fraud, be deemed representations and not warranties. We will use no statement made by or on behalf of the Life Insured to defend a claim under the policy unless it is in a written application. An exchange of this policy for a new policy on a different plan may be made by agreement between you and us in accordance with our published rules in effect at that time. We reserve the right to make any changes necessary in order to keep this policy in compliance with any changes in federal or state tax laws. Other changes in this policy may be made by agreement between you and us. Only the President, Vice President, the Secretary, or an Assistant Secretary of the Company has authority to waive or agree to change in any respect any of the conditions or provisions of the policy, or to extend credit or to make an agreement for us. -------------------------------------------------------------------------------- 25. RIGHT TO POSTPONE PAYMENT OF BENEFITS -------------------------------------------------------------------------------- We reserve the right to postpone the payment of Net Cash Surrender Value, withdrawals, policy loans, and the portion of the Insurance Benefit that depends on Investment Account values, for any period during which: (a) the New York Stock Exchange (Exchange) is closed for trading (other than customary week-end and holiday closings), or trading on the Exchange is otherwise restricted; (b) an emergency exists as defined by the Securities and Exchange Commission (SEC), or the SEC requires that trading be restricted; or (c) the SEC permits a delay for the protection of policyholders. We also reserve the right to postpone payments, including loans, for up to 6 months if such payments are based on values that do not depend on the investment performance of the Investment Accounts. In addition, we may deny transfers under the circumstances stated in (a), (b) and (c) above, and in the Allocations and Transfers provision. -------------------------------------------------------------------------------- 26. CLAIMS OF CREDITORS -------------------------------------------------------------------------------- The proceeds and any income payments under the policy will be exempt from the claims of creditors to the extent permitted by law. These proceeds and payments may not be assigned or withdrawn before becoming payable without our agreement. 18 -------------------------------------------------------------------------------- 27. REPORTS TO OWNER -------------------------------------------------------------------------------- Within 30 days after each Policy Anniversary, we will send you a report at no charge showing: (a) the Death Benefit; (b) the Policy Value; (c) the current allocation in the Fixed Account, the Loan Account, and each of the Investment Accounts; (d) the value of the units in each chosen Investment Account; (e) the Loan Account balance and loan interest charged since the last report; (f) the premiums paid and policy transactions for the year; and (g) any further information required by law. Upon request, we will provide you with a report of projected future values. We will provide one report annually without charge. For additional reports you request, we reserve the right to charge a reasonable fee, not to exceed $50. -------------------------------------------------------------------------------- 28. HOW VALUES ARE COMPUTED -------------------------------------------------------------------------------- We provide Net Cash Surrender Values that are at least equal to those required by law. We base minimum Net Cash Surrender Values on the Commissioners 1980 Standard Ordinary Sex-distinct Aggregate Mortality Tables, with substandard ratings as applicable. However, if this policy is issued on a unisex basis, we base minimum Net Cash Surrender Values on the Commissioners 1980 Standard Ordinary Male Mortality Table, with substandard ratings as applicable. We also use these tables in determining Guaranteed Maximum Cost of Insurance Charges. Reserves will be at least as great as the minimum required by the law. A detailed statement of the method of computing the values of this policy has been filed with the insurance department of the state shown in Section 1. 19 C1905A Communications about this policy may be sent to the Company's Service Office, which is currently at [192 Clarendon Street, Boston, Massachusetts 02117. Our toll-free number is 1-800-521-1234]. Flexible Premium Variable Life Insurance policy Death Benefit payable at death of Life Insured Not eligible for dividends Benefits, Premiums, and the Risk Classification are shown in Section 1. 05CVUL CBP05A