Common use of Compensation and Services to be Performed Clause in Contracts

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “Administrative Services Payment”) for the administrative services it performs for the Fund in connection with the purchase of Shares by certain separate accounts of the Insurance Company (“Separate Accounts”) for certain variable life insurance policies or variable annuity contracts (collectively, “Variable Contracts”) issued by the Insurance Company. The Administrative Services Payment will be calculated daily and paid monthly at the annual rate of % of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s current prospectus and Statement of Additional Information. (b) The administrative services to be furnished by the Insurance Company relate to tasks incident to the relationship between the Separate Accounts and the Fund and tasks related to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“Contract Owners”), including but not limited to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Payment to Insurance Company under this Section 1 is for administrative services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “Administrative Services Service Payment”) for the administrative its services it performs for the Fund in connection with the purchase servicing of the Shares purchased indirectly by certain the Insurance Company’s customers (“Contract Owners”) through their purchases of contracts (“Variable Contracts”) issued by one or more variable insurance separate accounts of the Insurance Company (the “Separate Accounts”) for certain variable life insurance policies or variable annuity contracts (collectively, “Variable Contracts”) issued by the Insurance Company). The Administrative Services Service Payment will be calculated daily and paid monthly quarterly at the annual rate of % of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, Company the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s current prospectus Prospectus and Statement of Additional Information. (b) The administrative support services to be furnished by the Insurance Company relate include the following: (i) providing information periodically to tasks incident Contract Owners showing their positions in Shares through the Separate Accounts; (ii) responding to Contract Owners inquiries relating to the relationship between services performed by the Separate Accounts and Insurance Company; (iii) forwarding shareholder communications from the Fund (for example, proxies, shareholder reports, annual and tasks related semi-annual financial statements and dividend, distribution and tax notices) to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“Contract Owners”), including but not limited if required by law; (iv) providing information to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide Contract Owners with respect to Shares attributable to Contract Owners; and (v) such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Service Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Service Payment to the Insurance Company under this Section 1 I is for administrative shareholder services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. The Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates the Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. The Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company.

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “Administrative Services "Service Payment”") for the administrative its services it performs for the Fund in connection with the purchase servicing of the Shares purchased indirectly by certain the Insurance Company's customers ("Contract Owners") through their purchases of contracts ("Variable Contracts") issued by one or more variable insurance separate accounts of the Insurance Company (“the "Separate Accounts”) for certain variable life insurance policies or variable annuity contracts (collectively, “Variable Contracts”) issued by the Insurance Company"). The Administrative Services Service Payment will be calculated daily and paid monthly quarterly at the annual rate of 0.25% (25 basis points) of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, Company the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s 's current prospectus Prospectus and Statement of Additional Information. (b) The administrative support services to be furnished by the Insurance Company relate include the following: (i) providing information periodically to tasks incident Contract Owners showing their positions in Shares through the Separate Accounts; (ii) responding to Contract Owners inquiries relating to the relationship between services performed by the Separate Accounts and Insurance Company; (iii) forwarding shareholder communications from the Fund (for example, proxies, shareholder reports, annual and tasks related semi-annual financial statements and dividend, distribution and tax notices) to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“Contract Owners”), including but not limited if required by law; (iv) providing information to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide Contract Owners with respect to Shares attributable to Contract Owners; and (v) such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Service Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Service Payment to the Insurance Company under this Section 1 is for administrative shareholder services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. The Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates the Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. The Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company.

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “Administrative Services Payment”) for the administrative services it performs for the Fund in connection with the purchase of Shares by certain separate accounts of the Insurance Company (“Separate Accounts”) for certain variable life insurance policies or variable annuity contracts (collectively, “Variable Contracts”) issued by the Insurance Company. The Administrative Services Payment will be calculated daily and paid monthly at the annual rate of % [**] of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s current prospectus Prospectus and Statement of Additional Information. (b) The administrative services to be furnished by the Insurance Company relate to tasks incident to the relationship between the Separate Accounts and the Fund and tasks related to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“Contract Owners”), including but not limited to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Payment to Insurance Company under this Section 1 is for administrative services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement and the Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund , dated 2010January 1, 2000. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “Administrative Services Payment”) for the administrative services it performs for the Fund in connection with the purchase of Shares by certain separate accounts of the Insurance Company (“Separate Accounts”) for certain variable life insurance policies or variable annuity contracts (collectively, “Variable Contracts”) issued by the Insurance Company. The Administrative Services Payment will be calculated daily and paid monthly quarterly at the annual rate of % of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s current prospectus and Statement of Additional Information. (b) The administrative services to be furnished by the Insurance Company relate to tasks incident incidental to the relationship between the Separate Accounts and the Fund and tasks related to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“Contract Owners”), including but not limited to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning [page break] the Fund or the Shares, except for those representations set forth in the Fund’s current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Payment to Insurance Company under this Section 1 is for administrative services only and does not constitute payment in any manner for distribution services.. Payment Instructions: Bank: Chase Manhattan Bank ABA#: Account Name: MassMutual Account Number: Reference: MM US Revenue Sharing (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010Fund. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company. [page break]

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “Administrative Services "Service Payment”") for the administrative its services it performs for the Fund in connection with the purchase servicing of the Shares purchased indirectly by certain the Insurance Company's customers ("Contract Owners") through their purchases of contracts ("Variable Contracts") issued by one or more variable insurance separate accounts of the Insurance Company (“the "Separate Accounts”) for certain variable life insurance policies or variable annuity contracts (collectively, “Variable Contracts”) issued by the Insurance Company"). The Administrative Services Service Payment will be calculated daily and paid monthly quarterly at the annual rate of .25% of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, Company the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s 's current prospectus Prospectus and Statement of Additional Information. (b) The administrative support services to be furnished by the Insurance Company relate include the following: (i) providing information periodically to tasks incident Contract Owners showing their positions in Shares through the Separate Accounts; (ii) responding to Contract Owners inquiries relating to the relationship between services performed by the Separate Accounts and Insurance Company; (iii) forwarding shareholder communications from the Fund (for example, proxies, shareholder reports, annual and tasks related semi-annual financial statements and dividend, distribution and tax notices) to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“Contract Owners”), including but not limited if required by law; (iv) providing information to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide Contract Owners with respect to Share attributable to Contract Owners; and (v) such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Service Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Service Payment to Insurance Company under this Section 1 is for administrative shareholder services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “Administrative Services Payment”) for the administrative services it performs for the Fund in connection with the purchase of Shares by certain separate accounts of the Insurance Company (“Separate Accounts”) for certain variable life insurance policies or variable annuity contracts (collectively, “Variable Contracts”) issued by the Insurance Company. The Administrative TheAdministrative Services Payment will be calculated daily and paid monthly at the annual rate of [**]% ([**] basis points) of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s current prospectus and Statement of Additional Information. (b) The administrative services to be furnished by the Insurance Company relate to tasks incident incidental to the relationship between the Separate Accounts and the Fund and tasks related to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“Contract Owners”), including but not limited to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Payment to Insurance Company under this Section 1 is for administrative services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010December 5, 2014. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company.

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “Administrative Services Service Payment”) for the administrative its services it performs for the Fund in connection with the purchase servicing of the Shares purchased indirectly by certain the Insurance Company’s customers (“Contract Owners”) through their purchases of contracts (“Variable Contracts”) issued by one or more variable insurance separate accounts of the Insurance Company (the “Separate Accounts”) for certain variable life insurance policies or variable annuity contracts (collectively, “Variable Contracts”) issued by the Insurance Company). The Administrative Services Service Payment will be calculated daily and paid monthly quarterly at the annual rate of [**] % of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s current prospectus Prospectus and Statement of Additional Information. (b) The administrative support services to be furnished by the Insurance Company relate include the following: (i) providing information periodically to tasks incident Contract Owners showing their positions in Shares through the Separate Accounts; (ii) responding to Contract Owners inquiries relating to the relationship between services performed by the Separate Accounts and Insurance Company; (iii) forwarding shareholder communications from the Fund (for example, proxies, shareholder reports, annual and tasks related semi-annual financial statements and dividend, distribution and tax notices) to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“Contract Owners”), including but not limited to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide if required by law; and (iv) such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutesstatues, rules and regulations. (c) In connection with this Administrative Services Service Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Payment to Insurance Company under this Section 1 is for administrative services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “Administrative Services Service Payment”) for the administrative its services it performs for the Fund in connection with the purchase servicing of the Shares purchased indirectly by certain the Insurance Company’s customers (“Contract Owners”) through their purchases of contracts (“Variable Contracts”) issued by one or more variable insurance separate accounts of the Insurance Company (the “Separate Accounts”) for certain variable life insurance policies or variable annuity contracts (collectively, “Variable Contracts”) issued by the Insurance Company). The Administrative Services Service Payment will be calculated daily and paid monthly quarterly at the annual rate of [**]% ([**] basis points) of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, Company the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s current prospectus Prospectus and Statement of Additional Information. (b) The administrative support services to be furnished by the Insurance Company relate include the following: (i) providing information periodically to tasks incident Contract Owners showing their positions in Shares through the Separate Accounts; (ii) responding to Contract Owners inquiries relating to the relationship between services performed by the Separate Accounts and Insurance Company; (iii) forwarding shareholder communications from the Fund (for example, proxies, shareholder reports, annual and tasks related semi-annual financial statements and dividend, distribution and tax notices) to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“Contract Owners”), including but not limited if required by law; (iv) providing information to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide Contract Owners with respect to Shares attributable to Contract Owners; and (v) such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Service Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Service Payment to the Insurance Company under this Section 1 is for administrative shareholder services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. The Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates the Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. The Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company.

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “Administrative Services Payment”) for the its services in connection administrative services support functions it performs for the Fund in connection with the purchase its customers (“Contract Owners”) purchasing Shares indirectly through their purchases of Shares contracts (“Variable Contracts”) issued by certain one or more variable insurance separate accounts of the Insurance Company (the “Separate Accounts”) for certain variable life insurance policies or variable annuity contracts (collectively, “Variable Contracts”) issued by the Insurance Company). The Administrative Services Payment will be calculated daily and paid monthly at the annual rate of % [X.XX%] of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s current prospectus Prospectus and Statement of Additional Information. (b) The administrative support services to be furnished by the Insurance Company relate to tasks incident to the relationship between the Separate Accounts and the Fund Fund, including maintenance of the books and records for the Variable Contracts investing in Shares, and tasks related to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“Contract Owners”). Maintenance of books and records includes: (i) recording the issuance and transfer (via net purchase orders) of Shares, including but not limited and (ii) the process of reconciling and balancing the Separate Accounts at the portfolio level on the Fund’s transfer agent’s books to those services listed on Schedule A attached heretothe Separate Accounts’ general ledgers maintained by the Insurance Company and with the detail of each Contract Owner’s account. Purchase and redemption order functions include: (i) determination of amounts available for investment in the Fund; (ii) the wiring of the monies to the Fund; and (iii) communicating to the Fund (or its agent) the estimated amount required to pay dividends or distributions to Contract Owners. In addition, the Insurance Company may provide such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Payment to Insurance Company under this Section 1 is for administrative services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “Administrative Services Payment”) for the administrative services it performs for the Fund in connection with the purchase of Shares by certain separate accounts of the Insurance Company (“Separate Accounts”) for certain variable life insurance policies or variable annuity contracts (collectively, “Variable Contracts”) issued by the Insurance Company. The Administrative Services Payment will be calculated daily and paid monthly quarterly at the annual rate of [**]% ([**] basis points) of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s current prospectus Prospectus and Statement of Additional Information. (b) The administrative services to be furnished by the Insurance Company relate to tasks incident to the relationship between the Separate Accounts and the Fund and tasks related to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“Contract Owners”), including but not limited to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Payment to Insurance Company under this Section 1 is for administrative services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “Administrative Services Service Payment”) for the administrative its services it performs for the Fund in connection with the purchase servicing of the Shares purchased indirectly by certain the Insurance Company’s customers (“Contract Owners”) through their purchases of contracts (“Variable Contracts”) issued by one or more variable insurance separate accounts of the Insurance Company (the “Separate Accounts”) for certain variable life insurance policies or variable annuity contracts (collectively, “Variable Contracts”) issued by the Insurance Company). The Administrative Services Service Payment will be calculated daily and paid monthly quarterly at the annual rate of % of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, Company the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s current prospectus Prospectus and Statement of Additional Information. (b) The administrative support services to be furnished by the Insurance Company relate include the following: (i) providing information periodically to tasks incident Contract Owners showing their positions in Shares through the Separate Accounts; (ii) responding to Contract Owners inquiries relating to the relationship between services performed by the Separate Accounts and Insurance Company; (iii) forwarding shareholder communications from the Fund (for example, proxies, shareholder reports, annual and tasks related semi-annual financial statements and dividend, distribution and tax notices) to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“Contract Owners”), including but not limited if required by law; (iv) providing information to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide Contract Owners with respect to Shares attributable to Contract Owners; and (v) such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations.. [page break] (c) In connection with this Administrative Services Service Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Service Payment to the Insurance Company under this Section 1 is for administrative shareholder services only and does not constitute payment in any manner for distribution services.. Payment Instructions: Bank: Chase Manhattan Bank ABA#: Account Name: MassMutual Account Number: Reference: MM US Revenue Sharing (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. The Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates the Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. The Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company.

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “"Administrative Services Payment”") for the administrative services it performs for the Fund in connection with the purchase of Shares by certain separate accounts of the Insurance Company (“"Separate Accounts”") for certain variable life insurance policies or variable annuity contracts (collectively, “"Variable Contracts”") issued by the Insurance Company. The Administrative Services Payment will be calculated daily and paid monthly at the annual rate of 0.10% (10 basis points) of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s 's current prospectus and Statement of Additional Information. (b) The administrative services to be furnished by the Insurance Company relate to tasks incident incidental to the relationship between the Separate Accounts and the Fund and tasks related to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“"Contract Owners”"), including but not limited to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s 's current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Payment to Insurance Company under this Section 1 is for administrative services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010May 1, 2016; and the Support Payment Agreement between the Insurance Company and Lord, Xxxxxx & Co. LLC dated May 1, 2016. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company.

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “"Administrative Services Payment”") for the administrative services it performs for the Fund in connection with the purchase of Shares by certain separate accounts of the Insurance Company (“"Separate Accounts”") for certain variable life insurance policies or variable annuity contracts (collectively, “"Variable Contracts”") issued by the Insurance Company. The Administrative Services Payment will be calculated daily and paid monthly at the annual rate of 0.10% (10 basis points) of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s 's current prospectus and Statement of Additional Information. (b) The administrative services to be furnished by the Insurance Company relate to tasks incident incidental to the relationship between the Separate Accounts and the Fund and tasks related to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“"Contract Owners”"), including but not limited to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s 's current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Payment to Insurance Company under this Section 1 is for administrative services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010.May 1, 2016; and the Support Payment Agreement between the Insurance Company and Lord, Xxxxxx & Co. LLC dated May 1, 2016.. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company.

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “Administrative Services Payment”) for the administrative services it performs for the Fund in connection with the purchase of Shares by certain separate accounts of the Insurance Company (“Separate Accounts”) for certain variable life insurance policies or variable annuity contracts (collectively, “Variable Contracts”) issued by the Insurance Company. The Administrative Services Payment will be calculated daily and paid monthly quarterly at the annual rate of % [**] ([**] basis points) of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s current prospectus Prospectus and Statement of Additional Information. (b) The administrative services to be furnished by the Insurance Company relate to tasks incident to the relationship between the Separate Accounts and the Fund and tasks related to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“Contract Owners”), including but not limited to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Payment to Insurance Company under this Section 1 is for administrative services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company

Compensation and Services to be Performed. (a) The Fund will pay the Insurance Company a fee (the “"Administrative Services Payment”") for the administrative services it performs for the Fund in connection with the purchase of Shares by certain separate accounts of the Insurance Company (“"Separate Accounts”") for certain variable life insurance policies or variable annuity contracts (collectively, “"Variable Contracts”") issued by the Insurance Company. The Administrative Services Payment will be calculated daily and paid monthly quarterly at the annual rate of 0.10% of the average daily net asset value of the respective Shares held by the Separate Accounts. For purposes of calculating the fee payable to the Insurance Company, the average daily net asset value of the Shares will be calculated in accordance with the procedure set forth in the Fund’s 's current prospectus Prospectus and Statement of Additional Information. (b) The administrative services to be furnished by the Insurance Company relate to tasks incident to the relationship between the Separate Accounts and the Fund and tasks related to the placing of purchase and redemption orders on behalf of the Variable Contract owners (“"Contract Owners”"), including but not limited to those services listed on Schedule A attached hereto. In addition, the Insurance Company may provide such other similar services as the Fund may reasonably request from time to time to the extent the Insurance Company is permitted to do so under federal and state statutes, rules and regulations. (c) In connection with this Administrative Services Agreement, the Insurance Company shall be deemed to be an independent contractor, and shall have no authority to act as agent for the Fund in any matter. Neither the Insurance Company nor any of its directors, officers, partners, employees or agents are authorized to make or furnish any representations concerning the Fund or the Shares, except for those representations set forth in the Fund’s 's current Prospectus and Statement of Additional Information, or as set forth in such supplemental literature as may be authorized by the Fund in writing. (d) The parties hereto agree that the Administrative Services Payment to Insurance Company under this Section 1 is for administrative services only and does not constitute payment in any manner for distribution services. (e) Except as otherwise expressly provided in this Administrative Services Agreement, each party agrees to bear all expenses incident to performance by the party under this Administrative Services Agreement. Insurance Company and Fund agree that notwithstanding the existence of any other agreement(s) between the parties and/or its affiliates as of the date of this Administrative Services Agreement, or anything in such agreements to the contrary, the Insurance Company and/or its affiliates shall receive no compensation or other payments (including payment of cost/expenses) with respect to the Shares purchased by or on behalf of the Separate Accounts and/or with respect to the Variable Contracts, except as set forth in the following two agreements: (i) this Administrative Services Agreement; and (ii) the Service Agreement between the Insurance Company and Fund dated 2010May 2, 2005. (f) The Insurance Company may hire or make arrangements for subcontractors, agents or affiliates to perform the services set forth in this Agreement. Insurance Company shall provide the Fund with written notice of the names of any subcontractors, agents or affiliates Insurance Company hires or arranges to perform such services, and any specific operational requirements that arise as a result of such arrangement. Insurance Company agrees that it is and will be responsible for the acts and omissions of its subcontractors, affiliates, and agents and that the indemnification provided by Insurance Company in Section 6 of this Agreement shall be deemed to cover the acts and omissions of such subcontractors, affiliates, and agents to the same extent as if they were the acts or omissions of Insurance Company.