Rule 120-2-69-.06. Severability

If any provision of this Regulation Chapter or the application thereof to any particular person or any particular circumstances is held invalid by a court of competent jurisdiction, the remainder of the Regulation Chapter or the applicability of such provision to other persons or other circumstances shall not be affected.

EXHIBIT A

CUSTODIAN AFFIDAVIT

[For use by a custodian bank where securities entrusted to its care have not been redeposited elsewhere.]

STATE OF _______________)

) SS:

COUNTY OF ______________)

_______________________________________________, being duly sworn deposes and says that he or she is __________________ of _________________________________, a banking corporation organized under and pursuant to the laws of the ___________ with the principal place of business at ___________________ (hereinafter called the "bank"):

That his or her duties involve supervision of activities of the bank as custodian and records relating thereto;

That the bank is custodian for certain securities of ______ having a place of business ________________ at (hereinafter called the "insurance company") pursuant to an agreement between the bank and the insurance company;

That the schedule attached hereto is a true and complete statement of securities (other than those caused to be deposited with The Depository Trust Company or like entity or a Federal Reserve Bank under the Federal Reserve book-entry procedure) which were in the custody of the bank for the account of the insurance company as of the close of business on ________________________________; that, unless otherwise indicated on the schedule, the next maturing and all subsequent coupons were then either attached to coupon bonds or in the process of collection; and that, unless otherwise shown on the schedule, all such securities were in bearer form or in registered form in the name of the insurance company or its nominee or of the bank or its nominee, or were in the process of being registered in such form;

That the bank as custodian has the responsibility for the safekeeping of such securities as that responsibility is specifically set forth in the agreement between the bank as custodian and the insurance company; and that, to the best of his or her knowledge and belief, unless otherwise shown on the schedule, the securities were the property of the insurance company and were free of all liens, claims or encumbrances whatsoever.

Subscribed and sworn to before me this ______ day _____________________________________ (L.S.) of _________, 19 ___. Vice President [or other authorized officer]

EXHIBIT B

CUSTODIAN AFFIDAVIT

[For use in instances where a custodian bank maintains securities on deposit with The Depository Trust Company or like entity.]

STATE OF _______________)

) SS:

COUNTY OF ______________)

_______________________________________________, being duly sworn deposes and says that he or she is __________________ of _________________________________, a banking corporation organized under and pursuant to the laws of the ___________ with the principal place of business at ___________________ ___________________________(hereinafter called the "bank"):

That his or her duties involve supervision of activities of the bank as custodian and records relating thereto;

That the bank is custodian for certain securities of ______ having a place of business at _____________________________ (hereinafter called the "insurance company") pursuant to an agreement between the bank and the insurance company;

That the bank has caused certain of such securities to be deposited with ________________________________________ and that the schedule attached hereto is a true and complete statement of the securities of the insurance company of which the bank was custodian as of the close of business on _____________________________________, and which were so deposited on such date;

That the bank as custodian has the responsibility for the safekeeping of the securities both in the possession of the bank or deposited with ____________________________________ as is specifically set forth in the agreement between the bank as custodian and the insurance company; and

That, to the best of his or her knowledge and belief, unless otherwise shown on the schedule, the securities were the property of the insurance company and were free of all liens, claims or encumbrances whatsoever.

Subscribed and sworn to before me this ______ day _____________________________________ (L.S.) of _________, 19 ___ . Vice President [or other authorized officer]

EXHIBIT C

CUSTODIAN AFFIDAVIT

[For use where ownership is evidenced by book-entry at a

Federal Reserve Bank.]

STATE OF _______________)

) SS:

COUNTY OF ______________)

______________________________________________, being duly sworn deposes and says that he or she is __________________ of ________________________________, a banking corporation organized under and pursuant to the laws of the ___________________________________________________________ with the principal place of business at ___________________ (hereinafter called the "bank"):

That his or her duties involve supervision of activities of the bank as custodian and records relating thereto;

That the bank is custodian for certain securities of ______ having a place of business at _____________________________ (hereinafter called the "insurance company") pursuant to an agreement between the bank and the insurance company;

That the bank has caused certain securities to be credited to its book-entry account with the Federal Reserve Bank of ___________________ under the Federal Reserve book-entry procedure and that the schedule attached hereto is a true and complete statement of the securities of the insurance company of which the bank was custodian as of the close of business on _____________________________________________, which were in a "general" book-entry account maintained in the name of the bank on the books and records of the Federal Reserve Bank _____________________________ of at such date;

That the bank has the responsibility for the safekeeping of such securities both in the possession of the bank or in the "general" book-entry account as is specifically set forth in the agreement between the bank as custodian and the insurance company; and

That, to the best of his or her knowledge and belief, unless otherwise shown on the schedule, the securities were the property of the insurance company and were free of all liens, claims or encumbrances whatsoever.

Subscribed and sworn to before me this ______ day _____________________________________ (L.S.) of _________, 19 ___ . Vice President [or other authorized officer]

EXHIBIT D

MODEL CUSTODIAN AGREEMENT

[For use by a custodian bank who holds all or a majority of the assets of a domestic insurer.]

GEORIGA ____________ COUNTY

THIS AGREEMENT, made and entered into between ________ ___________________________________________________________ ______________, incorporated under the laws of the State of Georgia (hereinafter referred to as "Principal"), and _____ _________________________, _______________________ County, Georgia (hereinafter called "Custodian").

WITNESSETH:

WHEREAS, Principal is the owner of certain property, including book-entry securities, identified in Exhibit "1" attached hereto and made a part hereof which property Principal wishes to place in custody of Custodian in order that such properties may be preserved and serviced in the manner hereinafter specified, and Custodian is willing to undertake to preserve and service the same as hereinafter provided;

NOW THEREFORE, it is agreed between the parties hereto as follows:

1. 1. Powers and Duties of Custodian. Custodian shall:

   1. (a) Hold and safekeep the assets either in its custody and control or, for a reasonable time, in the custody and control of an agent bank whenever the Custodian determines that custody by an agent bank will expedite the delivery of securities when purchased or sold. The record of all assets held in the custody and control of Custodian shall at all times be identified separately and apart from all other assets held by the Custodian, and such records must clearly identify these assets as belonging solely to the Principal.

      Notwithstanding the foregoing:

      1. (i) Custodian may deposit or arrange for the deposit of securities with a Federal Reserve Bank or with the Depository Trust Company or any other clearing corporation approved for this purpose by the Commissioner of Insurance of the State of Georgia ("Commissioner") and by the Securities and Exchange Commission, notwithstanding that such securities may be commingled in a book-entry account with, or may be merged and held in bulk in the name of such depository or its nominee with, other similar securities not belonging to Principal or held by Custodian.
      2. (ii) Custodian shall have liability or responsibility for any losses incurred with respect to securities deposited with a Federal Reserve Bank, approved clearing corporation or agent bank pursuant to the foregoing clause only to the extent provided in Paragraph 5.
      3. (iii) Custodian shall be entitled to rely on receipts, confirmations, statements, reports and other documentation concerning securities so deposited which Custodian shall receive from such Federal Reserve Bank, approved clearing corporation or agent bank electronically and shall have no responsibility to inquire into the validity or accuracy of such documentation unless it is reasonably apparent from the face thereof that such documentation is invalid or inaccurate, or that there is a possibility of invalidity or inaccuracy which reasonably warrants further inquiry.
      4. (iv) Custodian shall not be required to hold securities which would otherwise be within its custody or control or within the custody or control of an agent bank when such securities are in transit as a result of a sale, purchase or corporate action, and in the normal course of business would temporarily not be in the actual possession of Custodian. Custodian shall be required to insure such securities as they may be required to deliver during the period such securities are in transit.
      5. (v) Custodian shall be authorized to deposit and hold assets consisting of securities of foreign issuers and obligators in the custody and control of subcustodian agents appointed by Custodian upon such terms as Custodian may reasonably agree with such subcustodian agents, including terms granting to subcustodian agents the power to deposit and hold securities in the custody and control of other subcustodians selected by subcustodian agents appointed by Custodian.
   2. (b) Collect the dividends, interest, issues and income from the assets, and the principal at maturity as the same becomes due and payable. Custodian shall promptly forward to Principal information received by Custodian and requiring action by Principal, such as rights offerings, proxies, and calls or redemption of funds.
   3. (c) Keep accurate books of the custody account and render to Principal monthly a statement accounting for the assets and their market value as of the date of such statement, and all receipts and disbursements in connection with the assets.
   4. (d) Accumulate and hold all income or other cash receipts, from proceeds of sales or otherwise, collected or received by Custodian, subject to such disbursement and disposition as Principal may direct, or subject to such investment or reinvestment as Principal may direct from time to time.
   5. (e) Take such action respecting sales of any assets and the investment or reinvestment of the proceeds thereof as Principal may direct from time to time.
   6. (f) Except for securities held in bearer form or at an approved depository, be authorized to register any stock, bond or other security held in the custody and control of Custodian in nominee form provided such nominee is listed with the American Society of Corporate Secretaries, Inc., or any similar body publishing lists of nominees. Accurate records shall be maintained showing that any such security is a custodial asset hereunder. Assets physically held by Custodian in bearer or registered form, in nominee registration or at a Federal Reserve Bank, agent bank, Deporitory Trust Company or other approved clearing corporation shall at all times remain under the direction and control of Principal.
2. 2. Return of Assets. Principal shall have the right at any time to direct Custodian to return to Principal all or any part of the Custodian assets, except that custodied securities used to meet the deposit requirements set forth in Chapter 12 of the Georgia Insurance Code shall, to the extent required by that section, be under the control of the Commissioner and shall not be withdrawn by Principal without the express written approval of the Commissioner.
3. 3. Limitations on Duties. In performing said duties, Custodian shall serve Principal's interest with loyalty. Custodian, however, shall not be required to prepare or file any tax returns, render any legal services or institute or defend any legal proceedings in connection with this Agreement or the assets hereunder.
4. 4. Notices; Reliance. Any notice, direction or instruction of Principal to Custodian shall be in writing, signed by at least one authorized person or shall be given orally, in person, by telephone, by facsimile or other electronic means by an authorized person followed promptly by written confirmation, or by acceptable electronic authorization signed by at least one authorized person. A person shall be deemed to be authorized to act for Principal for purposes hereof if his or her name, specimen signature and authority have been certified to Custodian by the Secretary or an Assistant Secretary of Principal over its corporate seal, and such person shall continue to be an authorized person until Custodian receives written notice to the contrary from the Secretary or an Assistant Secretary of the Principal over its corporate seal. Custodian shall act and be fully protected in acting in accordance with notice, direction or instruction reasonably believed by Custodian to have been given by an authorized person, and shall not be obligated to take any corrective action with respect thereto unless and directed to do so by Principal.
5. 5. Indemnity. Custodian shall be responsible for losses or damage to the assets in its care, custody and control, including assets held at an agent bank, approved clearing corporation, Federal Reserve Bank, subcustodian bank or any other agent of Custodian, if such loss is occasioned by the dishonesty, willful acts or negligence of Custodian's officers or employees, fire, burglary, robbery, theft or mysterious disappearance. Under no circumstances shall Custodian be liable for consequential damages under this Agreement or for any cause whatsoever beyond its reasonable control including, but not limited to, acts of governmental authority, war, insurrection, nuclear reaction, or acts of God such as hurricane, tornado, earthquake or volcanic eruption. This indemnity provision shall survive the termination of this agreement.
6. 6. Replacement of Losses. In the event there is an injury to or loss of assets while under the care, custody and control of Custodian or one of its agents or nominees, a Federal Reserve Bank or an approved clearing corporation, Custodian shall, promptly and upon demand by Principal, cause said securities to be replaced with securities of like kind and quality, together with all rights and privileges pertaining thereto or, if acceptable to Principal, replace the value thereof at the time of loss, together with the value at such time of any loss of any rights or privileges hereunder.
7. 7. Termination of Agreement. This Agreement may be terminated at any time by either party upon thirty (30) days written notice to the other party. Upon such termination, all assets remaining in the care, custody and control of the Custodian shall be delivered to Principal, its authorized agent or a successor custodian.
8. 8. Compensation of Custodian. For its services hereunder, custodian shall be paid such compensation as may be provided in a separate agreement between Principal and Custodian or, in the absence of such agreement, shall receive the fees it normally charges for similar custodian services under its regularly published fee schedule as the same may from time to time be amended.
9. 9. Inspection by Regulatory. The books and records of Custodian pertaining to its actions under this Agreement and assets held by the Custodian under this Agreement shall be open to inspection and audit at reasonable times by Principal's officers and auditors or by representatives of the Commissioner or any bank regulatory authority.
10. 10. Regulatory Reporting. Custodian agrees to cooperate with Principal in providing the information necessary for the preparation of routine reports to Principal's stockholders, the Securities and Exchange Commission under forms N-1R and N-1Q, state "blue sky" authorities and other governmental agencies in connection with audits of Principal or other similar matters requiring access to the assets held by Custodian and all records applicable hereunder.

11. 11. Modifications; Governing Law . This Agreement, together with any agreement regarding the compensation of Custodian referred to herein, shall constitute the entire agreement of the parties and no modifications shall be effective unless in writing signed by Custodian and Principal. The construction and interpretation of this Agreement and the rights, duties and liabilities of the parties hereunder shall be determined in accordance with the laws of the State of Georgia.

    IN WITNESS WHEREOF, the parties have hereunto caused this Agreement to be executed by their duly authorized officers and their seals to be affixed and duly attested this ____________day of __________, 19_____.

    (CORPORATE SEAL) as Principal

    Attest: By:

    _______________________ ______________________

    Title Title

    (CORPORATE SEAL) as Custodian

    Attest: By:

    ______________________ ____________________

    Title Title

History. Original Rule entitled "Severability" adopted. F. Jul. 19, 1996; eff. Aug. 8, 1996.