WIXLIB

Personal Producing Broker (PPGA) Broker Agreement (cont.)Broker Agreement (cont.)17. SUSPENSIONIf the Broker does not make timely accounting for, or payment of, any sums due to theCompany or whenever the Broker is under review by an appropriate regulatory authority inthe province (s) or territory in which the Broker solicits business; the Company reserves theright, upon written notice to the Broker to suspend the Broker authority to solicit applicationson behalf of the Company. The Broker will not be suspended because of routine differences inthe accounting records of the Broker and the Company unless such differences involve thewillful withholding of sums rightfully due to the Company, by the Broker18. TERMINATIONThis Agreement will terminate:(a) automatically, if an appropriate regulatory authority in the Broker’s province or territory ofresidence cancels or declines to renew the Broker’s life insurance agent’s licence;(b) automatically upon either party giving notice to the other in the event of fraud, insolvency,the filing of a petition in bankruptcy, or gross and willful misconduct on the part of suchother party.(c) automatically on the effective date of sale, transfer or merger of the Broker’s businessprovided, however that the Company will at its option offer a Broker’s Agreement to anysuccessor who meets the Company’s requirements for appointment;(d) immediately upon the death of the Broker if an individual or upon the dissolution orcessation of business of the Broker if a partnership or corporation;(e) upon either party giving not less than 30 days written notice to the other in which event thefollowing condition will apply:I. the Broker’s authority to solicit new applications will cease as of the time notice ofthe termination of the Agreement is given;II. outstanding applications submitted within 30 days of notice of termination of thisAgreement being given and Policies in the process of being issued will be accepted andcompensation will be paid in accordance with the provisions of this Agreement.19. MONEYLAUNDERING20.CONFIDENTIALITYEach Party shall, at its own cost and expense, adopt, implement and monitor any and allnecessary or desirable measures to ensure complete and timely compliance with, and shall bearresponsibility with respect to, any and all laws, statutes and regulations relating to, dealing or inconnection with, anti-money laundering and anti-terrorist financing including, without limitation,the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada), as the same may beamended, supplemented or replaced from time to time, such measures including withoutlimitation reporting required transactions to the Financial Transactions and Reports AnalysisCentre of Canada («FINTRAC»), or any replacement organization or agency, keepingrequired reports, effecting required verifications of clients’ identity and, generally, establishingclear policies and procedures.(a) Each Party (including their respective officers, employees, agents and professional advisers)shall keep the contents of this Agreement including attached schedules (“The ConfidentialInformation”) confidential for five (5) years and shall not disclose its terms to any third partywithout the other Party’s written consent, such consent not to be unreasonably withheld, oras may be required by law, or by regulatory authorities. If the Confidential information isdisclosed, the disclosing Party shall inform the third party of the need to maintainconfidentiality. The disclosing Party shall make reasonable efforts to obtain a signedconfidentiality Agreement from a third party (other than a court, an administrative orjudicial body or regulatory body) with respect to the terms of this Agreement. Thisprovision shall survive termination of the Agreement.(b) If a Party to this Agreement contemplates any public release or announcement about thisAgreement or the business arrangements made pursuant to it, the Party shall send the otherParty the text of the proposed press release a reasonable time in advance of issuing therelease.Broker012012EPage 4 of 6

Managing General Agent (Broker) Agreement (cont.)Personal Producing Broker (PPGA) Broker Agreement (cont.)Broker Agreement (cont.)Page 5 of 621. RECORDSThe Broker shall keep regular and accurate records of all dealings for or on behalf of theCompany and its Policyholders or applicants for Policies, and shall forthwith on request by theCompany send to the Company a copy of every letter or paper sent by the Broker to, orreceived by the Broker from, every prospect for a Company Policy before and after the Policyis issued. The Broker shall send to the Company forthwith all Policies not taken, copies of allreceipts issued by the Broker for premiums, interest or other amounts payable to theCompany, and all Policy receipts. The records maintained by the Company shall be competentand conclusive evidence of the state of accounts between the parties. The Company shall havethe right at any time and from time to time, on 30 days prior notice to the Broker, through itsauditors or designated representatives, to examine any and all books and records of theBroker pertaining to the sale of Company products, including but not limited to salesliterature, computer records and Policyholder files.22. NOTICEAll notices under this Agreement to be given by one party to the other shall be in writing andshall be deemed to be duly given immediately upon personal delivery to the other party or itsauthorized representative or the next day following the day such notice is deposited with anycommercial mail service organization; in the case of the Company, addressed to its HeadOffice, and in the case of the Broker, to the last address filed in writing with the Company.24. GOVERNINGLAW ANDARBITRATION(a) This Agreement supersedes all previous agreements, whether written or oral between theCompany and the Broker. It will be in full force and effect until suspended or terminatedas provided herein.(b) All unused supplies, including application forms, rate cards and other properly furnished bythe Company to the Broker will remain the property of the Company and will bepromptly returned to the Company upon demand.This Agreement and any and all schedules and amendments are governed by and interpreted inaccordance with the law of the province in which the Broker’s principal office is located andthe federal laws of Canada applicable therein. The parties covenant and agree that any dispute,claim, question or difference arising out of, relating to, or connected with this Agreement andany and all schedules and amendments shall be finally settled by arbitration in accordance withthe laws of the province in which the Broker’s principal office is located and the federal laws ofCanada and shall be conducted in the English language.25. AMENDMENTThis Agreement may be amended in writing at any time upon mutual agreement of the Brokerand the Company.26. SEVERABILITYThe invalidity of any provision or part herein shall not affect the validity or enforceability ofany other provision or part.27. NOTIFICATIONOF BANKRUPTCYAND OTHERPROCEEDINGSThe Broker shall notify the Company forthwith if any petition is filed against the Broker inbankruptcy, or if the Broker is declared bankrupt or makes voluntary assignment in bankruptcyor a proposal under any legislation relating to bankruptcy or insolvency. The Broker shalldeliver to the Company, forthwith upon receipt thereof, a copy of any summons, warrant,statement of claim, notice or correspondence received from any governmental agent or selfregulatory authority or from any civil complainant that relates to acts, omissions, practices,conditions or circumstances that such agency, authority or complainant alleges or considers tobe in violation of applicable laws (including criminal laws) or regulatory or ROVISIONS

Broker Agreement (cont.)IN WITNESS WHEREOF, the parties have executed this Agreement as of the date firstabove written.BrokerWITNESSBy:By:Managing General Agent (MGA)WITNESSBy:By:FORESTERS LIFE Title:I/We the undersigned (herein called the Principal(s) of the Broker) covenant and agree with thecompany to be bound by each and every one of the terms and conditions of this Agreementand that I/we will be bound with the Broker. I/we will pay to the Company on demand any andall indebtedness of the Broker to the Company under this Agreement. I/we will notify theCompany in writing prior to effecting or permitting any change in any or all of the Principal(s) ofthe cipalForesters Life Insurance Company1660 Tech Avenue, Suite 3, Mississauga ON L4W 5S8(905) 219-8000 1-800-267-8777 Fax: (905) 219-8121 www.foresters.comForestersTM789 Don Mills Road, Toronto, ON M3C 1T9(416) 429 –3896Foresters is a trademark of The Independent Order of Foresters, a fraternal benefit society, Toronto, Canada, M3C 1T9.Broker012012EPage 6 of 6

Broker AgreementAnnualization AddendumNotwithstanding Note 1 on Schedule “A” to the Agreement, when a Policy on which commission is payable to theBroker is placed in force and the Policy is payable monthly by pre-authorized cheque or is payable semi-annually,the Company will; subject to the terms and conditions hereof, pay to the Broker an annualized commission inrespect of the full premium for the first policy year. No annualized commission is payable in respect of renewalpremiums.Such an annualized commission is, to the extent that the full first year premium has not been received by theCompany, an advance by the Company to the Broker. If a Policy goes out of force before the full first yearpremium has been received, then any such unearned commission advance will be charged back to the Broker’saccount. Any debit balance in the Broker’s account is due and payable to the Company immediately.The total annualized commission on all policies on the same life shall not exceed 5,000.If the Broker forwards business to the Company through a Managing General Agent (MGA), then this addendum isnot effective unless and until the MGA Endorsement is received by the Company.This Addendum may be modified or terminated by the Company at any time by notice in writing to the Broker, butno such modification or termination shall apply in respect of policies issued by the Company prior to the giving ofsuch notice.SIGNED AND DATED at , in the Province ofThis day of , .(Print or type name of Broker)SignatureBroker CodeFORESTERS LIFE INSURANCE COMPANYTHE INDEPENDENT ORDER OF ters Life Insurance Company3-1660 Tech Avenue, Mississauga ON L4W 5S8(905) 219-8000 1-800-267-8777 Fax: (905) 219-8121 www.foresters.comThe Independent Order of Foresters789 Don Mills Road, Toronto, ON M3C 1T9TMForesters is the trade name and a trademark of The Independent Order of Foresters (‘’Foresters’’), a fraternal benefit society.Its subsidiaries, including Foresters Life Insurance Company (‘’Foresters Life’’), are licensed to use this mark.

Schedule A – MGA Broker CommissionIn effect for all ForestersTMbusiness written on or after January 20, 2014Life and health insurance commission rates as a percentage of annual premiumFirst YearTerm1E-Z TermTerm 10Term 20Term 30Term 10 RiderTerm 20 RiderChild Term RiderExchange to Term 20 or Term 304040505540504525RenewalsYr 2Yr 34422333322332233Yr 442332323Yr 542332323Service FeesYrs 6-10Yrs 11-200022323222322232Yrs 21 02222202Whole Life23EasylifeGuaranteed Issue Whole LifeFamilylife - Life PayFamilylife - 20 222222222222022Universal Life2Passport TargetPassport ExcessCritical Illness2LifeCare T10LifeCare T75Health Security PlusAmbassador Discount4Term 10Term 20Term 30Term 10 RiderTerm 20 RiderChild Term RiderFamilylife - Life PayFamilylife - 20 Pay1.For term insurance, commissions for the Accidental Death Benefit rider are payable at the same rate as the base coverage. Commissions for the Waiver ofPremium rider are payable at the same rate as the base coverage and other riders included in the policy.2.For whole life, universal life, and critical illness insurance, rider commissions are payable at the same rate as the base coverage.3.Displayed as percentage of annualized premium on statement, i.e. year 1 - 55.55%; years 2-3 - 4.63%; years 3 - 1.85%.4.The Ambassador Discount is available to employees of Foresters after 6 months of employment, full-time or part-time (working at least 60% of regular hours),and their immediate families. It is also available to full-time employees of qualifying Managing General Agents and their immediate families. Immediate familymeans spouse and children, up to age 18, living in same household with the employee. For more information about the Ambassador Discount, please contactSteve Rosen at 416-467-2528.Annuity commission rates as a percentage of new depositsAnnuity Plus - DIAAnnuity Plus – GI1Annuity Plus - GI2Annuity Plus - GI30.0250.30.60.9Annuity Plus - GI4Annuity Plus - GI5Annuity Plus - GI101.21.52.25408332 CAN (01/14) Page 1 of 2

1.a)b)c)d)e)f)g)2.a)b)c)d)e)f)DefinitionsPolicy is an insurance policy that is issued by Foresters LifeInsurance Company or an insurance certificate that is issued byThe Independent Order of Foresters.The annual premium or first-year annualized commissionablepremium for a policy is the total annual premium charged for apolicy year, including applicable rider premiums on page 1.The first policy year is a period of one year commencing on thedate stated in the policy for computing policy years, andsubsequent policy years are periods of one year eachcommencing on the respective anniversaries of that date.First year commission is the amount resulting from theapplication of the particular rate of first year commission to thefull annual premium for the first policy year in accordance withyour Broker Agreement.Renewal commission is the amount resulting from theapplication of the rates of commission to the full annualpremium for each policy year subsequent to the first policy yearin accordance with your Broker Agreement.Universal Life Excess premium is the first-year premium paid inexcess of the first-year annualized commissionable premium fora Universal Life policy. Renewal-year external dump-ins(rollovers) are considered renewal premium. Excesscommission for the Passport UL product is not advanced. It ispaid as earned when the Target commission advance hascleared.New Deposits are the total new premiums paid into an annuity.ConditionsThe Company may withdraw any policy plans and willdetermine the commissions, if any, payable on all classes ofpolicies or benefits not listed in the Rate Schedule, on changedpolicies and on policies replacing policies terminated (whetherissued before or after the termination) where the same insuredor life insured is involved.If the Company returns a premium or a part thereof to theInsured, the Broker will waive all right to any commissionthereon and will repay to the Company any commissionreceived on that premium or part thereof. If the companywaives a fee or surrender charge for a policy, a commensuratecommission adjustment may be applicable.No commission is payable on any premium waived under theterms of any policy, nor on interim Term premiums.Where an extra premium is charged by reason of Occupation,Medical Impairment, Residence, Aviation, or any other specialhazard, commission will be payable on the full extra premiumat the same rates as for commission on the full annualpremium.First year and renewals commissions and service fees are notpayable on premiums that are pre-paid for future renewal yearpremium payments. Where applicable, renewal commissionswill be paid on premiums as they are allocated to each policyyear.First year commission is not paid for the Member Term Riderand the Secondary Guarantee Rider.3. AnnualizationThe Company may, at its option, pay first year annualizedcommissions on the following basis:a) When a policy is put in effect on the records of the Companyand the first premium has been paid, the Company willb)c)d)4.a)b)c)5.calculate the first year commission according to Section 1a)assuming the full annual premium for the first policy year hasbeen paid, and pay such commission to the Broker providedthat total annualized commissions on all policies on the samelife do not exceed 5,000.In the event that any policy goes out of effect, according to therecords of the Company, before the full 24-months premiumfor the policy has been paid, the Broker will refund immediatelyto the Company the first year commission according to thechargeback schedule in Section 5 arising from such part of thefirst full 24-months premium as has not been paid. Immediatenon-repayment of an outstanding commission amount is a debtto the Company and is subject to the debt recovery proceduresas stated in the Compensation Manual.In the event of the termination of your Broker Agreement, anyexcess of the annualized first year commissions paid under thisSection over the total amount of the first year commissionswhich would have been paid as earned under Section 1a) willimmediately become payable by the Broker to the Company.Immediate non-repayment of any outstanding commissionamount is a debt to the Company and is subject to the debtrecovery procedures as outlined in the Compensation Manual.The Company may decline to annualize commissions for aparticular policy or policies, and may at any time discontinue inwhole or part the practice of annualizing commissions.Renewal and Service FeesThe Company will, subject to the conditions set out below, payto the writing Broker for each in-force contractual life insurancetype of policy sold by the writing Broker renewal and servicefees as shown in the Commission Schedule.The payment of Service Fees is contingent upon the Brokermeeting the service requirements of the Company asestablished from time to time.Renewal commissions and Service fees are vested, subject tothe conditions as outlined in your Broker Agreement.Chargeback ScheduleMonthsPremium PaidChargebackPercentageof first yearcommissionMonthsPremium PaidChargebackPercentageof first 050Term insurance conversion privilege: If the conversion privilege isexercised in the first 24 months, the compensation for the termpolicy is charged bac

Schedule Title A Broker's Commission Subject to the terms and conditions of this Agreement, all commissions owed by the Company to the Broker hereunder are vested; however such commissions shall not be paid by the Company to the Broker if this Agreement is terminated by the Company for fraud or for gross