Common use of Sale of Trust Shares Clause in Contracts

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available to the Plan are set forth on Schedule A hereto. The Trust shall make Class K shares of the Designated Portfolios available for purchase by the Plan at the net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio to the Plan or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio to the Plan if such action is required by law or by regulatory authorities or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholders. 1.2. The Distributor, as a principal underwriter of the Trust, will sell Class K shares of the Designated Portfolios to the Plan. Purchase by the Plan of Class K shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made in accordance with the provisions of the most recent Trust prospectus for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available Each of the Distributors agrees to the Plan are set forth on Schedule A hereto. The Trust shall make Class K sell to each Account those shares of the Designated Portfolios and Classes for which it serves as the Trust's principal underwriter and which each Account orders, executing such orders on a daily basis at the net asset value per share next computed after receipt by the Trust or its designee of the order for the shares of the Designated Portfolios and Classes. For purposes of this Section 1.1, neither EOC nor any Account shall be considered the designee of the Trust for receipt of such purchase orders and receipt by EOC or any Account shall not constitute receipt by the Trust for purposes of calculating each Portfolio's net asset value per share. 1.2. The Trust agrees to make its shares of the Designated Portfolios and Classes available for purchase by the Plan each Account at the applicable net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios and Classes pursuant to rules of the SEC. The Trust will shall use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios and Classes on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “"Board”") may refuse to sell shares of Class K shares of any Designated Portfolio or Class to the Plan any person, or suspend or terminate the offering of shares of any Portfolio or Class K shares of any Designated Portfolio to the Plan thereof, if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust shareholders of such Portfolio or its shareholdersClass thereof. 1.21.3. The Distributor, as a principal underwriter Trust and each of the Trust, will sell Class K Distributors agree that shares of the Designated Portfolios and Classes will be sold only to Participating Insurance Companies and/or their separate accounts funding Variable Contracts or to other persons or entities permitted under Section 817 of the Internal Revenue Code of 1986, as amended (the "Code"), or regulations promulgated thereunder. No shares of any Portfolio will be sold to the Plangeneral public, except to the extent permitted under the Code. 1.4. Purchase by the Plan of Class K shares The Trust and each of the Designated Portfolios on behalf Distributors will not sell Trust shares to any Participating Insurance Company or separate account funding Variable Contracts unless an agreement containing provisions substantially the same as Articles I, III, V, VII and Section 2.5 of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes Article II of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K sharesAgreement is in effect to govern such sales. 1.31.5. The Trust, at the request of the Plan, will Trust agrees to redeem for cash or in-kind kind, at the request of any Account or EOC, any full or fractional Class K shares of the Designated Portfolios Trust held from time to time by the PlanAccount or EOC. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares per share of the Designated Portfolios in question and Classes next computed after receipt by the Trust or its designee of a redemption the request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Actfor redemption. For purposes of this Section 1.31.5, AXA Equitable neither EOC nor any Account shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable EOC or any Account shall not constitute receipt by the Trust or its designee for purposes of calculating the each Portfolio's net asset value per share of any Designated Portfolioshare. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made in accordance with the provisions of the most recent Trust prospectus for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available Distributor agrees to the Plan are set forth on Schedule A hereto. The Trust shall make Class K sell to each Account those shares of the Designated Portfolios and Classes for which it serves as the Trust's principal underwriter and which each Account orders, executing such orders on a daily basis at the net asset value per share next computed after receipt by the Trust or its designee of the order for the shares of the Designated Portfolios and Classes. For purposes of this Section 1.1, MetLife Insurance shall be considered the designee of the Trust for receipt of such purchase orders and receipt by MetLife Insurance shall constitute receipt by the Trust for purposes of calculating each Portfolio's net asset value per share; provided that the Trust receives notice of such order by 9:30 a.m. New York time on the next following day on which the New York Stock Exchange is open for trading and on which the Trust calculates its net asset value pursuant to the rules of the SEC. 1.2. The Trust agrees to make its shares of the Designated Portfolios and Classes available for purchase by the Plan each Account at the applicable net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios and Classes pursuant to rules of the SEC. The Trust will shall use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios and Classes on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “"Board”") may refuse to sell shares of Class K shares of any Designated Portfolio or Class to the Plan any person, or suspend or terminate the offering of shares of any Portfolio or Class K shares of any Designated Portfolio to the Plan thereof, if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust shareholders of such Portfolio or its shareholdersClass thereof. 1.21.3. The Distributor, as a principal underwriter of Trust and the Trust, will sell Class K Distributor agree that shares of the Designated Portfolios and Classes will be sold only to Participating Insurance Companies and/or their separate accounts funding Variable Contracts or to other persons or entities permitted under Section 817 of the Internal Revenue Code of 1986, as amended (the "Code"), or regulations promulgated thereunder. No shares of any Portfolio will be sold to the Plan. Purchase by the Plan of Class K shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made by the Plan general public, except to the Distributor extent permitted under the Code. 1.4. The Trust and will be executed by the Distributor on a daily basis at will not sell Trust shares to any Participating Insurance Company or separate account funding Variable Contracts unless an agreement containing provisions substantially the net asset value same as Articles I, III, V, VII and Section 2.5 of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes Article II of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K sharesAgreement is in effect to govern such sales. 1.31.5. The Trust, at the request of the Plan, will Trust agrees to redeem for cash or in-kind kind, at the request of any Account or MetLife Insurance, any full or fractional Class K shares of the Designated Portfolios Trust held from time to time by the PlanAccount or MetLife Insurance. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares per share of the Designated Portfolios in question and Classes next computed after receipt by the Trust or its designee of a redemption the request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Actfor redemption. For purposes of this Section 1.31.5, AXA Equitable MetLife Insurance shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable MetLife Insurance shall not constitute receipt by the Trust or its designee for purposes of calculating the each Portfolio's net asset value per share share; provided that the Trust receives notice of any Designated Portfoliosuch request for redemption by 9:30 a.m. New York time on the next following day on which the New York Stock Exchange is open for trading and on which the Trust calculates its net asset value pursuant to the rules of the SEC. 1.41.6. All MetLife Insurance agrees that purchases and redemptions of Class K shares of the Designated Portfolios and Classes offered by a then-current prospectus of the Trust shall be made in accordance with the provisions of such prospectus. MetLife Insurance agrees that all net amounts available under the most recent Variable Contracts listed on Schedule A attached hereto and incorporated herein by this reference, as such Schedule A may be amended from time to time hereafter by mutual written agreement of all the parties hereto (the "MetLife Insurance Contracts"), shall be invested in the Trust prospectus and in such other investment companies or other investment vehicles advised by the Manager as may be mutually agreed to in writing by the parties hereto, or in MetLife Insurance's general account. In addition, amounts also may be invested in investment companies other than the Trust if: (a) any such other investment company, or series thereof, has investment objectives or policies that are, in the opinion of the Manager, substantially different from the investment objectives and policies of the Portfolios of the Trust in which the Accounts invest; or (b) MetLife Insurance gives the Trust and the Distributor forty-five (45) days written notice of its intention to make such other investment companies available as a funding vehicle for the Class K shares MetLife Insurance Contracts, and no written objection is received by MetLife Insurance; or (c) any such other investment companies were available as a funding vehicle for the MetLife Insurance Contracts prior to the date of this Agreement and MetLife Insurance so informs the Designated Portfolios Trust and Distributor prior to their signing this Agreement (a list of such other investment companies appears on Schedule C to this Agreement); or (d) the “Prospectus”)Trust and the Distributor consent to the use of any such other investment company. 1.51.7. The Plan MetLife Insurance shall pay for Class K shares of Designated Portfolios and Classes thereof purchased by it for the Accounts or its general account on the same business day the Plan makes a on which an order to purchase order for the purchase of such Trust shares is made in accordance with the provisions of Section 1.2 1.1 hereof. “"Business Day” " shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the its net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire. For purposes of Section 2.9 and 2.10, upon receipt by the Trust of the federal funds so wired, such funds shall cease to be the responsibility of MetLife Insurance and shall become the responsibility of the Trust.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available Distributor agrees to the Plan are set forth on Schedule A hereto. The Trust shall make Class K sell to each Account those shares of the Designated Portfolios and Classes for which it serves as the Trust’s principal underwriter and which each Account orders, executing such orders on a daily basis at the net asset value per share next computed after receipt by the Trust or its designee of the order for the shares of the Designated Portfolios and Classes. For purposes of this Section 1.1, neither AXA Equitable nor any Account shall be considered the designee of the Trust for receipt of such purchase orders and receipt by AXA Equitable or any Account shall not constitute receipt by the Trust for purposes of calculating each Portfolio’s net asset value per share. 1.2. The Trust agrees to make its shares of the Designated Portfolios and Classes available for purchase by the Plan each Account at the applicable net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios and Classes pursuant to rules of the SEC. The Trust will shall use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios and Classes on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio or Class to the Plan any person, or suspend or terminate the offering of shares of any Portfolio or Class K shares of any Designated Portfolio to the Plan thereof, if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust shareholders of such Portfolio or its shareholdersClass thereof. 1.21.3. The Distributor, as a principal underwriter of Trust and the Trust, will sell Class K Distributor agree that shares of the Designated Portfolios and Classes will be sold only to Participating Insurance Companies and/or their separate accounts funding Variable Contracts or to other persons or entities permitted under Section 817 of the Internal Revenue Code of 1986, as amended (the “Code”), or regulations promulgated thereunder. No shares of any Portfolio will be sold to the Plan. Purchase by the Plan of Class K shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made by the Plan general public, except to the Distributor extent permitted under the Code. 1.4. The Trust and will be executed by the Distributor on a daily basis at will not sell Trust shares to any Participating Insurance Company or separate account funding Variable Contracts unless an agreement containing provisions substantially the net asset value same as Articles I, III, V, VII and Section 2.5 of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes Article II of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K sharesAgreement is in effect to govern such sales. 1.31.5. The Trust, at the request of the Plan, will Trust agrees to redeem for cash or in-kind kind, at the request of any Account or AXA Equitable, any full or fractional Class K shares of the Designated Portfolios Trust held from time to time by the PlanAccount or AXA Equitable. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares per share of the Designated Portfolios in question and Classes next computed after receipt by the Trust or its designee of a redemption the request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Actfor redemption. For purposes of this Section 1.31.5, neither AXA Equitable nor any Account shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable or any Account shall not constitute receipt by the Trust or its designee for purposes of calculating the each Portfolio’s net asset value per share of any Designated Portfolioshare. 1.41.6. All AXA Equitable agrees that purchases and redemptions of Class K shares of the Designated Portfolios and Classes offered by a then-current prospectus of the Trust shall be made in accordance with the provisions of such prospectus. AXA Equitable agrees that all net amounts available under the most recent Trust prospectus for Variable Contracts listed on Schedule A attached hereto and incorporated herein by this reference, as such Schedule A may be amended from time to time hereafter by mutual written agreement of all the Class K shares of the Designated Portfolios parties hereto (the “ProspectusAXA Equitable Contracts”), shall be invested in the Trust and in such other investment companies or other investment vehicles advised by the Manager as may be mutually agreed to in writing by the parties hereto, or in AXA Equitable’s general account. In addition, amounts also may be invested in investment companies other than the Trust if: (a) any such other investment company, or series thereof, has investment objectives or policies that are, in the opinion of the Manager, substantially different from the investment objectives and policies of the Portfolios of the Trust in which the Accounts invest; or (b) AXA Equitable gives the Trust and the Distributor forty-five (45) days written notice of its intention to make such other investment companies available as a funding vehicle for the AXA Equitable Contracts, and no written objection is received by AXA Equitable; or (c) any such other investment companies were available as a funding vehicle for the AXA Equitable Contracts prior to the date of this Agreement and AXA Equitable so informs the Trust and the Distributor prior to their signing this Agreement (a list of such other investment companies appears on Schedule C to this Agreement); or (d) the Trust and the Distributor consent to the use of any such other investment company. 1.51.7. The Plan AXA Equitable shall pay for Class K shares of Designated Portfolios and Classes thereof purchased by it for the Accounts or its general account on the same business day the Plan makes a on which an order to purchase order for the purchase of such Trust shares is made in accordance with the provisions of Section 1.2 1.1 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the its net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire. For purposes of Section 2.9 and 2.10, upon receipt by the Trust of the federal funds so wired, such funds shall cease to be the responsibility of AXA Equitable and shall become the responsibility of the Trust.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available to the Plan are set forth on Schedule A hereto2.1. The Trust shall make Class K shares of the Designated Portfolios those Series listed on Schedule 3 to this Agreement available for purchase by the Plan Company on behalf of the Account, such purchases to be effected at the net asset value per share on those days on which the Trust calculates the net asset value per share in accordance with Section 2.3 of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for tradingthis Agreement. Notwithstanding the foregoing, (i) Trust Series in existence now or that may be established in the future and not listed on Schedule 3 will be made available to the Company only as the Trust and the Company may agree pursuant to Article XI hereof, and (ii) the Board of Trustees of the Trust (the “"Trust Board”") may refuse to sell shares of Class K shares of any Designated Portfolio to the Plan or suspend or terminate the offering of shares of Class K Trust shares of any Designated Portfolio to the Plan Series in any jurisdiction, if such action is required by law or by regulatory authorities having jurisdiction or isif, in the sole discretion of the Trust Board acting in good faith and in light of its fiduciary duties under federal Federal and any applicable state laws, suspension or termination is necessary or in the best interests of the Trust or its shareholders of any Series (it being understood that "shareholders" for this purpose shall mean Product Owners and Qualified Participants). 1.22.2. The DistributorTrust shall redeem, as a principal underwriter of at the TrustCompany's request, will sell Class K any full or fractional shares of the Designated Portfolios to the Plan. Purchase Trust held by the Plan of Class K shares of the Designated Portfolios Company on behalf of Plan participants will the Account, such redemptions to be effected by purchase orders made at net asset value in accordance with Section 2.3 of this Agreement. Notwithstanding the foregoing, (i) the Company shall not redeem Trust shares attributable to Contract Owners except in the circumstances permitted in Section 2.7 of this Agreement, and (ii) the Trust may delay redemption of Trust shares of any Series to the extent permitted by the Plan 1940 Act, any rules, regulations or orders thereunder, or as described in the Trust Prospectus. (a) The Trust hereby appoints the Company as its designee for the limited purpose of receiving purchase allocations of net amounts to the Distributor Account or subaccounts thereof under the Contracts and will other transactions relating to the Contracts or the Account. Purchase and redemption requests shall be executed processed by the Distributor on a daily basis Trust at the net asset value per share next calculated after the Trust receives and accepts such request. The Trust shall calculate its net asset value per share at the Trust's close of business on each Business Day (as defined from time to time in the Trust Prospectus, and which as of the Class K Shares next computed after receipt date of execution of this Agreement is the time of the close of regular session trading on the New York Stock Exchange, which is generally 4:00 p.m. Eastern Time. Receipt of any such request on any Business Day by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the Company as designee of the Trust for receipt prior to the Trust's close of purchase orders, and receipt by AXA Equitable business shall not constitute receipt by the Trust on that same Business Day, provided that the Trust receives notice of such request by 10 a.m. Eastern Time on the next following Business Day. (b) The Company shall pay for purposes shares of calculating each Designated Portfolio’s Series on the same day that it notifies the Trust of a purchase request for such shares. Payment for Series shares shall be made in Federal funds transmitted to the Trust by wire to be received by the Trust by 12:00 p.m. Eastern Time on the day the Trust is notified of the purchase request for Series shares (unless the Trust determines and so advises the Company that sufficient proceeds are available from redemption of shares of other Series effected pursuant to redemption requests tendered by the Company on behalf of the Account). If payment in Federal funds for any purchase is not received, or is received by the Trust after 3 p.m. Eastern Time on such Business Day, the Company shall promptly, upon the Trust's request, reimburse the Trust for any charges, costs, fees, interest or other expenses incurred by the Trust in connection with any advances to, or borrowings or overdrafts by, the Trust, or any similar expenses incurred by the Trust, as a result of non- payment or late payment. (c) Payment for Series shares redeemed by the Account or the Company shall be made in Federal funds transmitted by wire to the Company or any other designated person by 3 p.m. Eastern Time on the next Business Day after the Trust is properly notified of the redemption order of Series shares (unless redemption proceeds are to be applied to the purchase of Trust shares of other Series in accordance with Section 2.3(b) of this Agreement), except that (i) if payment of the redemption proceeds would require the Trust to dispose of portfolio securities or otherwise incur additional costs, proceeds shall be wired to the Company within seven days and the Trust shall notify the Company of such delay by 3 p.m. Eastern Time on such Business Day; and (ii) the Trust reserves the right to delay payment of redemption proceeds to the extent permitted under Section 22(e) of the 1940 Act; and (iii) the Trust reserves the right to effect payment of redemptions in kind, but only to the extent described in the Trust Prospectus. The Trust shall not bear any responsibility whatsoever for the proper disbursement or crediting of redemption proceeds by the Company; the Company alone shall be responsible for such action. 2.4. The Trust shall use reasonable efforts to make the net asset value per share for each Series available to the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time Company by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption7 p.m. Eastern Time each Business Day, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating in any event, as soon as reasonably practicable after the net asset value per share of any Designated Portfolio. 1.4. All purchases for such Series is calculated, and redemptions of Class K shares of the Designated Portfolios shall be made calculate such net asset value in accordance with the provisions Trust Prospectus. Neither the Trust, any Series, the Investment Adviser, nor any of their affiliates shall be liable for any information provided to the Company pursuant to this Agreement which information is based on incorrect information supplied by the Company or any other Participating Company to the Trust or the Investment Adviser. 2.5. The Trust shall furnish notice to the Company as soon as reasonably practicable of any income dividends or capital gain distributions payable on any Series shares. The Trust shall notify the Company promptly of the most recent number of Series shares so issued as payment of such dividends and distributions. The Company, on its behalf and on behalf of the Account, hereby elects to receive all such dividends and distributions as are payable on any Series shares in the form of additional shares of that Series. The Company reserves the right, on its behalf and on behalf of the Account, to revoke this election and to receive all such dividends in cash. 2.6. Issuance and transfer of Trust prospectus shares shall be by book entry only. Stock certificates will not be issued to the Company or the Account. Purchase and redemption orders for Trust shares shall be recorded in an appropriate ledger for the Class K Account or the appropriate subaccount of the Account. (a) The Company shall invest amounts available for investment under the Contracts in the Series of the Trust specified in Schedule 3 in accordance with allocation instructions received from Contract Owners, it being understood that no changes shall be made to Schedule 3 without the prior written consent of the Trust and the Investment Adviser. The Company may withdraw the Account's investment in the Trust or a Series of the Trust only: (i) as necessary to facilitate Contract Owner requests; (ii) upon a determination by a majority of the Trust Board, or a majority of disinterested Trust Board members, that an irreconcilable material conflict exists among the interests of (x) some or all Product Owners or (y) the interests of some or all of the Participating Insurance Companies and/or Qualified Entities investing in the Trust; or (iii) in the event that the shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay another investment company are substituted for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such series shares in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading terms of the Contracts upon the (x) requisite vote of the Contract Owners having an interest in the affected Series and on which the written consent of the Trust calculates (unless otherwise required by applicable law); (y) upon issuance of an SEC exemptive order pursuant to Section 26(b) of the net asset 1940 Act permitting such substitution; or (z) as may otherwise be permitted under applicable law. (b) The Company shall not, without the prior written consent of the Trust (unless otherwise required by applicable law), take any action to operate the Account as a management investment company under the 1940 Act. (c) The Trust shall not, without the prior written consent of the Company (unless otherwise required by applicable law), take any action to operate the Trust as a unit investment trust under the 1940 Act. (d) The Company shall not, without the prior written consent of the Trust (unless otherwise required by applicable law), solicit, induce or encourage Contract Owners to change or modify the Trust or change the Trust's investment adviser. (e) The Company and the Trust acknowledge that the arrangement contemplated by this Agreement is not exclusive; Trust shares may be sold to other insurance companies; and the cash value of the Contracts may be invested in other investment companies, provided, however, that (a) such other investment company, or series thereof, has investment objectives or policies that are substantially different from the investment objectives and policies of the Trust; or (b) the Company gives the Trust 45 days written notice of its Class K shares pursuant intention to make such other investment company available as a funding vehicle for the Contracts; or (c) such other investment company was available as a funding vehicle for the Contracts prior to the rules date of this Agreement and the SECCompany so informs the Trust prior to the execution of this Agreement; or (d) the Trust consents to the use of such other investment company, such consent not to be unreasonably withheld. 2.8. Payment The Trust shall be sell Trust shares only to Participating Insurance Companies and their separate accounts and to Qualified Entities. The Trust shall not sell Trust shares to any insurance company or separate account unless an agreement complying with Article VII of this Agreement is in federal funds transmitted by wireeffect to govern such sales.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available to the Plan are set forth on Schedule A hereto2.1. The Trust shall make Class K shares of the Designated Portfolios those Series listed on Schedule 3 to this Agreement available for purchase by the Plan Company on behalf of the Account, such purchases to be effected at the net asset value per share on those days on which the Trust calculates the net asset value per share in accordance with Section 2.3 of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for tradingthis Agreement. Notwithstanding the foregoing, (i) Trust Series in existence now or that may be established in the future and not listed on Schedule 3 will be made available to the Company only as the Trust and the Company may agree pursuant to Article XI hereof, and (ii) the Board of Trustees of the Trust (the “"Trust Board”") may refuse to sell shares of Class K shares of any Designated Portfolio to the Plan or suspend or terminate the offering of shares of Class K Trust shares of any Designated Portfolio to the Plan Series in any jurisdiction, if such action is required by law or by regulatory authorities having jurisdiction or isif, in the sole discretion of the Trust Board acting in good faith and in light of its fiduciary duties under federal Federal and any applicable state laws, suspension or termination is necessary or in the best interests of the Trust or its shareholders of any Series (it being understood that "shareholders" for this purpose shall mean Product Owners and Qualified Participants). 1.22.2. The DistributorTrust shall redeem, as a principal underwriter of at the TrustCompany's request, will sell Class K any full or fractional shares of the Designated Portfolios to the Plan. Purchase Trust held by the Plan of Class K shares of the Designated Portfolios Company on behalf of Plan participants will the Account, such redemptions to be effected by purchase orders made at net asset value in accordance with Section 2.3 of this Agreement. Notwithstanding the foregoing, (i) the Company shall not redeem Trust shares attributable to Contract Owners except in the circumstances permitted in Section 2.7 of this Agreement, and (ii) the Trust may delay redemption of Trust shares of any Series to the extent permitted by the Plan 1940 Act, any rules, regulations or orders thereunder, or as described in the Trust Prospectus. (a) The Trust hereby appoints the Company as its designee for the limited purpose of receiving purchase allocations of net amounts to the Distributor Account or subaccounts thereof under the Contracts and will other transactions relating to the Contracts or the Account. Purchase and redemption requests shall be executed processed by the Distributor on a daily basis Trust at the net asset value per share next calculated after the Trust receives and accepts such request. The Trust shall calculate its net asset value per share at the Trust's close of business on each Business Day (as defined from time to time in the Trust Prospectus, and which as of the Class K Shares next computed after receipt date of execution of this Agreement is the time of the close of regular session trading on the New York Stock Exchange, which is generally 4:00 p.m. Eastern Time. Receipt of any such request on any Business Day by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the Company as designee of the Trust for receipt prior to the Trust's close of purchase orders, and receipt by AXA Equitable business shall not constitute receipt by the Trust on that same Business Day, provided that the Trust receives notice of such request by 10 a.m. Eastern Time on the next following Business Day. (b) The Company shall pay for purposes shares of calculating each Designated Portfolio’s Series on the same day that it notifies the Trust of a purchase request for such shares. Payment for Series shares shall be made in Federal funds transmitted to the Trust by wire to be received by the Trust by 12:00 p.m. Eastern Time on the day the Trust is notified of the purchase request for Series shares (unless the Trust determines and so advises the Company that sufficient proceeds are available from redemption of shares of other Series effected pursuant to redemption requests tendered by the Company on behalf of the Account). If payment in Federal funds for any purchase is not received, or is received by the Trust after 3 p.m. Eastern Time on such Business Day, the Company shall promptly, upon the Trust's request, reimburse the Trust for any charges, costs, fees, interest or other expenses incurred by the Trust in connection with any advances to, or borrowings or overdrafts by, the Trust, or any similar expenses incurred by the Trust, as a result of non-payment or late payment. (c) Payment for Series shares redeemed by the Account or the Company shall be made in Federal funds transmitted by wire to the Company or any other designated person by 3 p.m. Eastern Time on the next Business Day after the Trust is properly notified of the redemption order of Series shares (unless redemption proceeds are to be applied to the purchase of Trust shares of other Series in accordance with Section 2.3(b) of this Agreement), except that (i) if payment of the redemption proceeds would require the Trust to dispose of portfolio securities or otherwise incur additional costs, proceeds shall be wired to the Company within seven days and the Trust shall notify the Company of such delay by 3 p.m. Eastern Time on such Business Day; and (ii) the Trust reserves the right to delay payment of redemption proceeds to the extent permitted under Section 22(e) of the 1940 Act; and (iii) the Trust reserves the right to effect payment of redemptions in kind, but only to the extent described in the Trust Prospectus. The Trust shall not bear any responsibility whatsoever for the proper disbursement or crediting of redemption proceeds by the Company; the Company alone shall be responsible for such action. 2.4. The Trust shall use reasonable efforts to make the net asset value per share for each Series available to the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time Company by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption7 p.m. Eastern Time each Business Day, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating in any event, as soon as reasonably practicable after the net asset value per share of any Designated Portfolio. 1.4. All purchases for such Series is calculated, and redemptions of Class K shares of the Designated Portfolios shall be made calculate such net asset value in accordance with the provisions Trust Prospectus. Neither the Trust, any Series, the Investment Adviser, nor any of their affiliates shall be liable for any information provided to the Company pursuant to this Agreement which information is based on incorrect information supplied by the Company or any other Participating Company to the Trust or the Investment Adviser. 2.5. The Trust shall furnish notice to the Company as soon as reasonably practicable of any income dividends or capital gain distributions payable on any Series shares. The Trust shall notify the Company promptly of the most recent number of Series shares so issued as payment of such dividends and distributions. The Company, on its behalf and on behalf of the Account, hereby elects to receive all such dividends and distributions as are payable on any Series shares in the form of additional shares of that Series. The Company reserves the right, on its behalf and on behalf of the Account, to revoke this election and to receive all such dividends in cash. 2.6. Issuance and transfer of Trust prospectus shares shall be by book entry only. Stock certificates will not be issued to the Company or the Account. Purchase and redemption orders for Trust shares shall be recorded in an appropriate ledger for the Class K Account or the appropriate subaccount of the Account. (a) The Company shall invest amounts available for investment under the Contracts in the Series of the Trust specified in Schedule 3 in accordance with allocation instructions received from Contract Owners, it being understood that no changes shall be made to Schedule 3 without the prior written consent of the Trust and the Investment Adviser. The Company may withdraw the Account's investment in the Trust or a Series of the Trust only: (i) as necessary to facilitate Contract Owner requests; (ii) upon a determination by a majority of the Trust Board, or a majority of disinterested Trust Board members, that an irreconcilable material conflict exists among the interests of (x) some or all Product Owners or (y) the interests of some or all of the Participating Insurance Companies and/or Qualified Entities investing in the Trust; or (iii) in the event that the shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay another investment company are substituted for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such series shares in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading terms of the Contracts upon the (x) requisite vote of the Contract Owners having an interest in the affected Series and on which the written consent of the Trust calculates (unless otherwise required by applicable law); (y) upon issuance of an SEC exemptive order pursuant to Section 26(b) of the net asset 1940 Act permitting such substitution; or (z) as may otherwise be permitted under applicable law. (b) The Company shall not, without the prior written consent of the Trust (unless otherwise required by applicable law), take any action to operate the Account as a management investment company under the 1940 Act. (c) The Trust shall not, without the prior written consent of the Company (unless otherwise required by applicable law), take any action to operate the Trust as a unit investment trust under the 1940 Act. (d) The Company shall not, without the prior written consent of the Trust (unless otherwise required by applicable law), solicit, induce or encourage Contract Owners to change or modify the Trust or change the Trust's investment adviser. (e) The Company and the Trust acknowledge that the arrangement contemplated by this Agreement is not exclusive; Trust shares may be sold to other insurance companies; and the cash value of the Contracts may be invested in other investment companies, provided, however, that (a) such other investment company, or series thereof, has investment objectives or policies that are substantially different from the investment objectives and policies of the Trust; or (b) the Company gives the Trust 45 days written notice of its Class K shares pursuant intention to make such other investment company available as a funding vehicle for the Contracts; or (c) such other investment company was available as a funding vehicle for the Contracts prior to the rules date of this Agreement and the SECCompany so informs the Trust prior to the execution of this Agreement; or (d) the Trust consents to the use of such other investment company, such consent not to be unreasonably withheld. 2.8. Payment The Trust shall be sell Trust shares only to Participating Insurance Companies and their separate accounts and to Qualified Entities. The Trust shall not sell Trust shares to any insurance company or separate account unless an agreement complying with Article VII of this Agreement is in federal funds transmitted by wireeffect to govern such sales.

Sale of Trust Shares. 1.11.1 The Contracts funded by the Separate Account will provide for the allocation of net amounts among the various Portfolios of the Separate Account for investment in the shares of the particular Series of the Trust underlying each Portfolio. The Designated Portfolios currently selection of a particular Portfolio is to be made (and such selection may be changed) in accordance with the terms of the Contract. 1.2 Trust shares to be made available to the Plan are set forth on Schedule A hereto. The Trust shall make Class K shares respective Portfolios of the Designated Portfolios available for purchase Separate Account shall be sold by each of the respective Series of the Trust and purchased by the Plan Company for that Portfolio at the net asset value per share on next computed after receipt of each order, as established in accordance with the provisions of the then current prospectus of the Trust. Shares of a particular Series of the Trust shall be ordered in such quantities and at such times as determined by the Company to be necessary to meet the requirements of those days on Contracts having amounts allocated to the Portfolio for which the Trust calculates Series shares serve as the net asset value per share underlying investment medium. Orders and payments for shares purchased will be sent promptly to the Trust and will be made payable in the manner established from time to time by the Trust for the receipt of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for tradingsuch payments. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio Series to the Plan any person or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio to the Plan Series if such action is required by law or by regulatory authorities authority having jurisdiction over the Trust or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholdersshareholders of such Series. 1.2. 1.3 The Distributor, as a principal underwriter of Trust will redeem the Trust, will sell Class K shares of the Designated Portfolios to the Plan. Purchase various Series when requested by the Plan of Class K shares of the Designated Portfolios Company on behalf of Plan participants will be effected by purchase orders made by the Plan to corresponding Portfolio of the Distributor and will be executed by the Distributor on a daily basis Separate Account at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made as established in accordance with the provisions of the most recent then current prospectus of the Trust. The Trust prospectus will make payment in the manner established from time to time by the Trust for the Class K receipt of such redemption requests, but in no event shall payment be delayed for a greater period than is permitted by the 1940 Act. 1.35 For purposes of paragraphs 1.2 and 1.3 hereinabove, xxx Xxmpany shall be the agent of the Trust for the receipt of (1) orders to purchase, and (2) requests to redeem, shares of the Designated Portfolios Series of the Trust on behalf of the Separate Account, and receipt of such orders and requests by such agent shall constitute receipt thereof by the Trust, provided that the Trust receives actual notice of such order or request by 12:00 noon (at the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it Trust's offices) on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “next following Business Day” . "Business Day" shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the its net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wireSecurities and Exchange Commission.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made (a) Subject to Article IX hereof, the Trust agrees to make available to the Plan are set forth Company for purchase on Schedule A hereto. The Trust shall make Class K behalf of the Account, shares of the Designated Portfolios available for purchase by the Plan (defined below), such purchases to be effected at the net asset value per share on those days on which the Trust calculates the net asset value per share in accordance with Section 1.3 of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for tradingthis Agreement. Notwithstanding the foregoing, (i) the Portfolios (other than a Portfolio that constitutes a Designated Portfolio as of the date of his Agreement) in existence now or that may be established in the future may be made available to the Company on terms different than those set forth herein as the Trust may so provide to the Company in writing, and (ii) the Board of Trustees of the Trust (the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio to the Plan or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio to the Plan or class thereof, if such action is required by law or by regulatory authorities having jurisdiction or isif, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, suspension or termination is necessary and in the best interests of the shareholders of such Designated Portfolio. (b) It is agreed that the Company, on behalf an Account has access under this Agreement to all Portfolios of the Trust and all share classes thereof (including Portfolios and share classes created in the future) and that, except on an annual basis, it shall not be necessary to list the Account, the Contracts, the Portfolios or its shareholdersthe share classes on Schedule A. It is further agreed that a Portfolio of the Trust shall become a “Designated Portfolio” hereunder as of the date an Account of the Company first invests in such Portfolio. The parties may, in their discretion and for convenience and ease of reference, include one or more Accounts, Contracts and Designated Portfolios on Schedule A from time to time. 1.2. The Distributor, as a principal underwriter of the Trust, will sell Class K shares of the Designated Portfolios to the Plan. Purchase by the Plan of Class K shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trustredeem, at the request of the PlanCompany’s request, will redeem for cash or in-kind any full or fractional Class K Designated Portfolio shares held by the Company on behalf of the Designated Portfolios held from time Account, such redemptions to time by the Plan. The Trust will execute such requests on a daily basis be effected at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made in accordance with the provisions of the most recent Trust prospectus for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof1.3 of this Agreement. “Business Day” shall mean any day on which Notwithstanding the New York Stock Exchange is open for trading and on which foregoing, the Trust calculates the net asset value may delay redemption of its Class K Trust shares pursuant of any Designated Portfolio to the rules of extent permitted by the SEC. Payment shall be in federal funds transmitted by wire1940 Act, and any rules, regulations or orders thereunder.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available to the Plan are set forth on Schedule A hereto. 1.1 The Trust shall make Class K shares Shares of its Portfolios listed on Schedule B available to the Designated Portfolios available for purchase by the Plan Accounts at the net asset value per share on those days on which next computed after receipt of such purchase order by the Trust calculates (or its agent), as established in accordance with the net asset value per share provisions of the Designated Portfolios pursuant to rules then current prospectus of the SECTrust. A Portfolio in which an Account invests shall become a "Designated Portfolio" hereunder as of the date an Account first invests in such Portfolio. Shares of a particular Designated Portfolio of the Trust shall be ordered in such quantities and at such times as determined by the Company to be necessary to meet the requirements of the Contracts. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “Board”"Trustees") may refuse to sell shares of Class K shares Shares of any Designated Portfolio to the Plan any person, or suspend or terminate the offering of shares of Class K shares Shares of any Designated Portfolio to the Plan if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board Trustees acting in good faith and in light of its their fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholders. 1.2shareholders of such Designated Portfolio. The Distributor, as a principal underwriter With respect to payment of purchase price by the Company and of redemption proceeds by the Trust, the Company and the Trust shall remit gross purchase and sale orders with respect to each Designated Portfolio and shall transmit one net payment per Designated Portfolio in accordance with the provisions of this Article I. 1.2 The Trust will sell Class K shares redeem any full or fractional Shares of the any Designated Portfolios to the Plan. Purchase Portfolio when requested by the Plan of Class K shares of the Designated Portfolios Company on behalf of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis an Account at the net asset value of the Class K Shares next computed after receipt by the Trust (or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the designee agent) of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made as established in accordance with the provisions of the most recent Trust then current prospectus for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5Trust. The Plan Trust shall pay make payment for Class K shares of Designated Portfolios purchased such Shares in the manner established from time to time by it on the same business day Trust, but in no event shall payment be delayed for a greater period than is permitted by the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire1940 Act.

Sale of Trust Shares. 1.11.1 The Contracts funded by the Separate Account will provide for the allocation of net amounts among the various Portfolios of the Separate Account for investment in the shares of the particular Series of the Trust underlying each Portfolio. The Designated Portfolios currently selection of a particular Portfolio is to be made (and such selection may be changed) in accordance with the terms of the Contract. 1.2 Trust shares to be made available to the Plan are set forth on Schedule A hereto. The Trust shall make Class K shares respective Portfolios of the Designated Portfolios available for purchase Separate Account shall be sold by each of the respective Series of the Trust and purchased by the Plan Company for that Portfolio at the net asset value per share on next computed after receipt of each order, as established in accordance with the provisions of the then current prospectus of the Trust. Shares of a particular Series of the Trust shall be ordered in such quantities and at such times as determined by the Company to be necessary to meet the requirements of those days on Contracts having amounts allocated to the Portfolio for which the Trust calculates Series shares serve as the net asset value per share underlying investment medium. Orders and payments for shares purchased will be sent promptly to the Trust and will be made payable in the manner established from time to time by the Trust for the receipt of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for tradingsuch payments. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio Series to the Plan any person or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio to the Plan Series if such action is required by law or by regulatory authorities authority having jurisdiction over the Trust or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholdersshareholders of such Series. 1.2. 1.3 The Distributor, as a principal underwriter of Trust will redeem the Trust, will sell Class K shares of the Designated Portfolios to the Plan. Purchase various Series when requested by the Plan of Class K shares of the Designated Portfolios Company on behalf of Plan participants will be effected by purchase orders made by the Plan to corresponding Portfolio of the Distributor and will be executed by the Distributor on a daily basis Separate Account at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made as established in accordance with the provisions of the most recent then current prospectus of the Trust. The Trust prospectus will make payment in the manner established from time to time by the Trust for the Class K receipt of such redemption requests, but in no event shall payment be delayed for a greater period than is permitted by the 1940 Act. 1.4 For xxxxxxxs of paragraphs 1.2 and 1.3 above, the Company shall be the agent of the Trust for the receipt of (1) orders to purchase, and (2) requests to redeem, shares of the Designated Portfolios Series of the Trust on behalf of the Separate Account, and receipt of such orders and requests by such agent shall constitute receipt thereof by the Trust, provided that the Trust receives actual notice of such order or request by 12:00 noon (at the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it Trust's offices) on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “next following Business Day” . "Business Day" shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the its net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wireSecurities and Exchange Commission.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made 1.1 TRUST agrees to make available to the Plan are set forth on Schedule A hereto. The Trust shall make Class K Separate Accounts of LIFE COMPANY shares of the Designated selected Portfolios available as listed on Appendix B for investment of purchase by payments of Variable Contracts allocated to the Plan at the net asset value per share on designated Separate Accounts as provided in TRUST's Registration Statement. 1.2 TRUST agrees to sell to LIFE COMPANY those days on which the Trust calculates the net asset value per share of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated selected Portfolios on each day on of TRUST which the New York Stock Exchange is open for trading. Notwithstanding the foregoingLIFE COMPANY orders, the Board of Trustees of the Trust (the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio to the Plan or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio to the Plan if executing such action is required by law or by regulatory authorities or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholders. 1.2. The Distributor, as a principal underwriter of the Trust, will sell Class K shares of the Designated Portfolios to the Plan. Purchase by the Plan of Class K shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K Shares next computed after receipt by the Trust TRUST or its designee of such purchase orderthe order for the shares of TRUST. For purposes of this Section 1.2, AXA Equitable will not LIFE COMPANY shall be considered the designee of the Trust TRUST for receipt of purchase orders, such orders from the designated Separate Account and receipt by AXA Equitable such designee shall not constitute receipt by TRUST; provided that LIFE COMPANY receives the Trust for purposes order by 4:00 p.m. New York time and TRUST receives notice from LIFE COMPANY by telephone or facsimile (or by such other means as TRUST and LIFE COMPANY may agree in writing) of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from such order by 8:30 a.m. New York time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made in accordance with the provisions of the most recent Trust prospectus for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “next Business Day” . "Business Day" shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust TRUST calculates the its net asset value of its Class K shares pursuant to the rules of the SEC. Payment TRUST agrees to redeem for cash on LIFE COMPANY's request, any full or fractional shares of TRUST held by LIFE COMPANY, executing such requests on a daily basis at the net asset value next computed after receipt by TRUST or its designee of the request for redemption, in accordance with the provisions of this Agreement and TRUST's Registration Statement. (In the event of a conflict between the provisions of this Agreement and the Trust's Registration Statement, the provisions of the Registration Statement shall govern.) If changes are made to the TRUST's registration statement regarding the purchase or redemption of shares ADVISER shall separately notify LIFE COMPANY of such changes. For purposes of this Section 1.3, LIFE COMPANY shall be the designee of TRUST for receipt of requests for redemption from the designated Separate Account and receipt by such designee shall constitute receipt by TRUST; provided that LIFE COMPANY receives the request for redemption by 4:00 p.m. New York time and TRUST receives notice from LIFE COMPANY by telephone or facsimile (or by such other means as TRUST and LIFE COMPANY may agree in federal funds transmitted writing) of such request for redemption by wire8:30 a.m. New York time on the next Business Day.

Sale of Trust Shares. 1.11.1 The Contracts funded by the Separate Account will provide for the allocation of net amounts among the various Portfolios of the Separate Account for investment in the shares of the particular Series of the Trust underlying each Portfolio. The Designated Portfolios currently selection of a particular Portfolio is to be made (and such selection may be changed) in accordance with the terms of the Contract. 1.2 Trust shares to be made available to the Plan are set forth on Schedule A hereto. The Trust shall make Class K shares respective Portfolios of the Designated Portfolios available for purchase Separate Account shall be sold by each of the respective Series of the Trust and purchased by the Plan Company for that Portfolio at the net asset value per share on next computed after receipt of each order, as established in accordance with the provisions of the then current prospectus of the Trust. Shares of a particular Series of the Trust shall be ordered in such quantities and at such times as determined by the Company to be necessary to meet the requirements of those days on Contracts having amounts allocated to the Portfolio for which the Trust calculates Series shares serve as the net asset value per share underlying investment medium. Orders and payments for shares purchased will be sent promptly to the Trust and will be made payable in the manner established from time to time by the Trust for the receipt of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for tradingsuch payments. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio Series to the Plan any person or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio to the Plan Series if such action is required by law or by regulatory authorities authority having jurisdiction over the Trust or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholdersshareholders of such Series. 1.2. 1.3 The Distributor, as a principal underwriter of Trust will redeem the Trust, will sell Class K shares of the Designated Portfolios to the Plan. Purchase various Series when requested by the Plan of Class K shares of the Designated Portfolios Company on behalf of Plan participants will be effected by purchase orders made by the Plan to corresponding Portfolio of the Distributor and will be executed by the Distributor on a daily basis Separate Account at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made as established in accordance with the provisions of the most recent then current prospectus of the Trust. The Trust prospectus will make payment in the manner established from time to time by the Trust for the Class K receipt of such redemption requests, but in no event shall payment be delayed for a greater period than is permitted by the 1940 Act. 1.35 For purposes of paragraphs 1.2 and 1.3 hereinabove, the Company shall be the agent of the Trust for the receipt of (1) orders to purchase, and (2) requests to redeem, shares of the Designated Portfolios Series of the Trust on behalf of the Separate Account, and receipt of such orders and requests by such agent shall constitute receipt thereof by the Trust, provided that the Trust receives actual notice of such order or request by 12:00 noon (at the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it Trust's offices) on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “next following Business Day” . "Business Day" shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the its net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wireSecurities and Exchange Commission.

Sale of Trust Shares. 1.1. 1.1 The Designated Portfolios currently made available Distributor agrees to the Plan are set forth on Schedule A hereto. The Trust shall make Class K shares of the Designated Portfolios Shares available for purchase by the Plan at the applicable net asset value per share by the Company and its Accounts on those days on which the Trust calculates the its net asset value per share of the Designated Portfolios pursuant to rules of the SEC. The Trust will shall use reasonable efforts to calculate the such net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for trading. 1.2 The Company shall submit orders for the purchase, redemption or exchange of Shares in accordance with Schedule C to this Agreement. Notwithstanding The Distributor shall make Shares of the foregoingPortfolios listed on Schedule B available to the Accounts at the net asset value next computed after receipt of such purchase order by Janus Services, as established in accordance with the Board provisions of the then current Prospectus of the Trust. Shares of a particular Portfolio of the Trust shall be ordered in such quantities and at such times as determined by the Company to be necessary’ to meet the requirements of the Contracts. The Trustees of the Trust (the “BoardTrustees”) may refuse to sell shares of Class K shares Shares of any Designated Portfolio to the Plan any person, or suspend or terminate the offering of shares of Class K shares Shares of any Designated Portfolio to the Plan if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board Trustees acting in good faith and in light of its their fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholders. 1.2shareholders of such Portfolio (it being understood that for this purpose shareholders means Contract owners). The DistributorDistributor or Janus Services shall provide to Company, as a principal underwriter on behalf of the Trust, will sell Class K shares notice of the Designated Portfolios Trustees’ election to suspend or terminate the Planoffering of Shares at least 10 business days, or as soon as otherwise reasonably practicable before such suspension or termination in order to give the Company sufficient time to prepare for such suspension or termination. Purchase With respect to payment of purchase price by the Plan Company and of Class K shares redemption proceeds by the Trust, the Company and Janus Services shall remit gross purchase and sale orders with respect to each Portfolio and shall transmit one net payment per Portfolio in accordance with the provisions of this Article I. 1.3 Janus Services will redeem any full or fractional Shares of any Portfolio when requested by the Designated Portfolios Company on behalf of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis an Account at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the designee Janus Services of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made as established in accordance with the provisions of the most recent Trust prospectus then current Prospectus of the Trust. Janus Services shall make payment for such Shares in the manner established from time to time by Janus Services, but in no event shall payment be delayed for a greater period than is permitted by the 1000 Xxx. 1.4 For the purposes of Sections 1.1 and 1.2, Janus Services hereby appoints the Company as its agent for the Class K shares limited purpose of receiving and accepting purchase and redemption orders resulting from investment in and payments under the Contracts, and receipt by such agent shall constitute receipt by Janus Services and the Trust. 1.5 Janus Services shall furnish prompt notice to the Company of any income dividends or capital gain distributions payable on the Trust’s Shares. The Company hereby elects to receive all such income dividends and capital gain distributions as are payable on a Portfolio’s Shares in additional Shares of that Portfolio. Janus Services shall notify the Company of the Designated Portfolios (the “Prospectus”)number of Shares so issued as payment of such dividends and distributions. 1.5. The Plan 1.6 Janus Services shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates make the net asset value per Share for each Portfolio available to the Company on a daily basis as soon as reasonably practical after the net asset value per Share is calculated (normally 6:30 p.m. Eastern time) and shall use its best efforts to make such net asset value per Share available by 7:00 p.m. Eastern time. If Janus Services is unable to meet the 7:00 p.m. Eastern time for the communication of net asset value information, Janus Services shall provide additional time for the Company to place orders for the purchase and redemption of Shares and make any applicable purchase payment. If Janus Services provides the Company with materially incorrect share net asset value information, Janus Services shall make an adjustment to the number of shares purchased or redeemed for the Accounts to reflect the correct net asset value per share. Janus Services shall make the determination as to whether an error in net asset value has occurred and is a material error in accordance with its own internal policies, which are consistent with SEC materiality guidelines. Any material error in the calculation or reporting of net asset value per share, dividend or capital gains information shall be reported promptly upon discovery to the Company. Any administrative or other costs or losses incurred for correcting underlying Contract owner accounts shall be at the Trust’s or Janus Services’ expense. 1.7 The Distributor agrees that Shares will be sold only to insurance companies and their separate accounts and to certain “qualified” pension and retirement plans, as defined by the Internal Revenue Service. No Shares of any Portfolio will be sold directly to the general public. The Company agrees that Trust Shares will be used only for the purposes of funding the Contracts and Accounts listed in Schedule A, as amended from time to time. (a) All orders accepted by the Company shall be subject to the terms of the then current Prospectus of each Portfolio, including without limitation, policies regarding excessive trading. The Company shall use its best efforts, and shall reasonably cooperate with. Janus Services to enforce stated Prospectus policies regarding transactions in Shares, particularly those related to excessive trading and short-term trading. The Company acknowledges that orders accepted by it in violation of the Trust’s stated policies may be subsequently revoked or cancelled by the Trust or Janus Services and that neither the Trust, Janus Services nor the Distributor shall be responsible for any losses incurred by the Company or Contract or Account as a result of such cancellation. Janus Services shall notify the Company of such cancellation prior to 12:00 p.m. New York time on the next Business Day after any such cancellation. (b) The Company acknowledges and agrees that all orders for Shares are subject to acceptance or rejection by the Trust in its sole discretion and the Trust may, in its discretion, suspend or withdraw the sale of Shares of any Portfolios, including the sale of such Shares to the Company for the account of any Contract owner. In addition, the Company acknowledges that the Trust has the right to refuse any purchase order for any reason, particularly if the Trust determines that a Portfolio would be unable to invest the money effectively in accordance with its investment policies or would otherwise be adversely affected due to the size of the transaction, frequency of trading by the account, or other factors. Janus Services shall provide to Company, on behalf of the Trust, notice of the Trustees’ election to suspend or terminate the offering of Shares at least 10 business days, or as soon as otherwise reasonably practicable, before such suspension or termination in order to give the Company sufficient time to prepare for such suspension or termination. In an effort to reduce the risk of the Trust or Janus Services rejecting a purchase order or delaying a redemption order for a large trade, the Company agrees to use its best efforts to provide advance notice to Janus Services of an order in the amount of or over $1 million as soon as the Company has a reasonable basis to believe such order is valid. 1.9 The Company certifies that it is following all relevant rules and regulations, as well as internal policies and procedures, regarding “forward pricing” and the handling of mutual fund orders on a timely basis. As evidence of its Class K shares pursuant compliance, the Company shall provide, upon request, certification to Janus Services or the rules Distributor that it is following all relevant rules, regulations, and internal policies and procedures regarding “forward pricing” and the handling of the SEC. Payment shall be in federal funds transmitted by wiremutual fund orders on a timely basis.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available to the Plan are set forth on Schedule A hereto. 1.1 The Trust shall make Class K shares Shares of its Portfolios listed on Schedule B available to the Designated Portfolios available for purchase by the Plan Accounts at the net asset value per share on those days on which next computed after receipt of such purchase order by the Trust calculates (or its agent), as established in accordance with the net asset value per share provisions of the Designated Portfolios pursuant to rules then current prospectus of the SECTrust. A Portfolio in which an Account invests shall become a "Designated Portfolio" hereunder as of the date an Account first invests in such Portfolio. Shares of a particular Designated Portfolio of the Trust shall be ordered in such quantities and at such times as determined by the Company to be necessary to meet the requirements of the Contracts. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “Board”"Trustees") may refuse to sell shares of Class K shares Shares of any Designated Portfolio to the Plan any person, or suspend or terminate the offering of shares of Class K shares Shares of any Designated Portfolio to the Plan if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board Trustees acting in good faith and in light of its their fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholders. 1.2shareholders of such Designated Portfolio. The Distributor, as a principal underwriter With respect to payment of purchase price by the Company and of redemption proceeds by the Trust, the Company and the Trust shall remit gross purchase and sale orders with respect to each Designated Portfolio and shall transmit one net payment per Designated Portfolio in accordance with the provisions of this Article I. 1.2 The Trust will sell Class K shares redeem any full or fractional Shares of the any Designated Portfolios to the Plan. Purchase Portfolio when requested by the Plan of Class K shares of the Designated Portfolios Company on behalf of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis an Account at the net asset value of the Class K Shares next computed after receipt by the Trust (or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the designee agent) of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made as established in accordance with the provisions of the most recent then current prospectus of the Trust. The Trust prospectus shall make payment for such Shares in the manner established from time to time by the Trust, but in no event shall payment be delayed for a greater period than is permitted by the 1940 Act. 1.3 For the purposes of Sections 1.1 and 1.2, the Trust hereby appoints the Company as its agent for the Class K shares limited purpose of receiving and accepting purchase and redemption orders resulting from investment in and payments under the Contracts. Receipt by the Company shall constitute receipt by the Trust provided that i) such orders are received by the Company in good order prior to the time the net asset value of each Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares Portfolio is priced in accordance with Section 1.2 hereof. “its prospectus and ii) the Trust receives notice of such orders by 9:00 a.m. Eastern Time on the next following Business Day” . "Business Day" shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the its net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wireSecurities and Exchange Commission.

Sale of Trust Shares. 1.11.1 The Contracts funded by the Separate Account will provide for the allocation of net amounts among the various Portfolios of the Separate Account for investment in the shares of the particular Series of the Trust underlying each Portfolio. The Designated Portfolios currently selection of a particular Portfolio is to be made (and such selection may be changed) in accordance with the terms of the Contract. 1.2 Trust shares to be made available to the Plan are set forth on Schedule A hereto. The Trust shall make Class K shares respective Portfolios of the Designated Portfolios available for purchase Separate Account shall be sold by each of the respective Series of the Trust and purchased by the Plan Company for that Portfolio at the net asset value per share on next computed after receipt of each order, as established in accordance with the provisions of the then current prospectus of the Trust. Shares of a particular Series of the Trust shall be ordered in such quantities and at such times as determined by the Company to be necessary to meet the requirements of those days on Contracts having amounts allocated to the Portfolio for which the Trust calculates Series shares serve as the net asset value per share underlying investment medium. Orders and payments for shares purchased will be sent promptly to the Trust and will be made payable in the manner established from time to time by the Trust for the receipt of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for tradingsuch payments. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio Series to the Plan any person or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio to the Plan Series if such action is required by law or by regulatory authorities authority having jurisdiction over the Trust or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholdersshareholders of such Series. 1.2. 1.3 The Distributor, as a principal underwriter of Trust will redeem the Trust, will sell Class K shares of the Designated Portfolios to the Plan. Purchase various Series when requested by the Plan of Class K shares of the Designated Portfolios Company on behalf of Plan participants will be effected by purchase orders made by the Plan to corresponding Portfolio of the Distributor and will be executed by the Distributor on a daily basis Separate Account at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made as established in accordance with the provisions of the most recent then current prospectus of the Trust. The Trust prospectus will make payment in the manner established from time to time by the Trust for the Class K receipt of such redemption requests, but in no event shall payment be delayed for a greater period than is permitted by the 1940 Act. 1.35 Fox xxxxxxes of paragraphs 1.2 and 1.3 hereinabove, the Company shall be the agent of the Trust for the receipt of (1) orders to purchase, and (2) requests to redeem, shares of the Designated Portfolios Series of the Trust on behalf of the Separate Account, and receipt of such orders and requests by such agent shall constitute receipt thereof by the Trust, provided that the Trust receives actual notice of such order or request by 12:00 noon (at the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it Trust's offices) on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “next following Business Day” . "Business Day" shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the its net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wireSecurities and Exchange Commission.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available Each of the Distributors agrees to the Plan are set forth on Schedule A hereto. The Trust shall make Class K sell to each Account those shares of the Designated Portfolios and Classes for which it serves as the Trust's principal underwriter and which each Account orders, executing such orders on a daily basis at the net asset value per share next computed after receipt by the Trust or its designee of the order for the shares of the Designated Portfolios and Classes. For purposes of this Section 1.1, neither Equitable nor any Account shall be considered the designee of the Trust for receipt of such purchase orders and receipt by Equitable or any Account shall not constitute receipt by the Trust for purposes of calculating each Portfolio's net asset value per share. 1.2. The Trust agrees to make its shares of the Designated Portfolios and Classes available for purchase by the Plan each Account at the applicable net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios and Classes pursuant to rules of the SEC. The Trust will shall use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios and Classes on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “"Board”") may refuse to sell shares of Class K shares of any Designated Portfolio or Class to the Plan any person, or suspend or terminate the offering of shares of any Portfolio or Class K shares of any Designated Portfolio to the Plan thereof, if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust shareholders of such Portfolio or its shareholdersClass thereof. 1.21.3. The Distributor, as a principal underwriter Trust and each of the Trust, will sell Class K Distributors agree that shares of the Designated Portfolios and Classes will be sold only to Participating Insurance Companies and/or their separate accounts funding Variable Contracts or to other persons or entities permitted under Section 817 of the Internal Revenue Code of 1986, as amended (the "Code") or regulations promulgated thereunder. No shares of any Portfolio will be sold to the Plangeneral public, except to the extent permitted under the Code. 1.4. Purchase by the Plan of Class K shares The Trust and each of the Designated Portfolios on behalf Distributors will not sell Trust shares to any Participating Insurance Company or separate account funding Variable Contracts unless an agreement containing provisions substantially the same as Articles I, III, V, VII and Section 2.5 of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes Article II of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K sharesAgreement is in effect to govern such sales. 1.31.5. The Trust, at the request of the Plan, will Trust agrees to redeem for cash or in-kind kind, at the request of any Account or Equitable, any full or fractional Class K shares of the Designated Portfolios Trust held from time to time by the PlanAccount or Equitable. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares per share of the Designated Portfolios in question and Classes next computed after receipt by the Trust or its designee of a redemption the request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Actfor redemption. For purposes of this Section 1.31.5, AXA neither Equitable nor any Account shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable or any Account shall not constitute receipt by the Trust or its designee for purposes of calculating the each Portfolio's net asset value per share of any Designated Portfolioshare. 1.41.6. All Equitable agrees that purchases and redemptions of Class K shares of the Designated Portfolios and Classes offered by a then-current prospectus of the Trust shall be made in accordance with the provisions of such prospectus. Equitable agrees that all net amounts available under the most recent Trust prospectus for Variable Contracts listed on Schedule A attached hereto and incorporated herein by this reference, as such Schedule A may be amended from time to time hereafter by mutual written agreement of all the Class K shares of the Designated Portfolios parties hereto (the “Prospectus”"Equitable Contracts"). 1.5. The Plan , shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares be invested in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates and in such other investment companies or other investment vehicles advised by the net asset value of its Class K shares pursuant Manager as may be mutually agreed to in writing by the rules of the SECparties hereto, or in Equitable's general account. Payment shall In addition, amounts also may be invested in federal funds transmitted by wire.investment companies other than the

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available Each of the Distributors agrees to the Plan are set forth on Schedule A hereto. The Trust shall make Class K sell to each Account those shares of the Designated Portfolios and Classes for which it serves as the Trust's principal underwriter and which each Account orders, executing such orders on a daily basis at the net asset value per share next computed after receipt by the Trust or its designee of the order for the shares of the Designated Portfolios and Classes. For purposes of this Section 1.1, neither Equitable nor any Account shall be considered the designee of the Trust for receipt of such purchase orders and receipt by Equitable or any Account shall not constitute receipt by the Trust for purposes of calculating each Portfolio's net asset value per share. 1.2. The Trust agrees to make its shares of the Designated Portfolios and Classes available for purchase by the Plan each Account at the applicable net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios and Classes pursuant to rules of the SEC. The Trust will shall use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios and Classes on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “"Board”") may refuse to sell shares of Class K shares of any Designated Portfolio or Class to the Plan any person, or suspend or terminate the offering of shares of any Portfolio or Class K shares of any Designated Portfolio to the Plan thereof, if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust shareholders of such Portfolio or its shareholdersClass thereof. 1.21.3. The Distributor, as a principal underwriter Trust and each of the Trust, will sell Class K Distributors agree that shares of the Designated Portfolios and Classes will be sold only to Participating Insurance Companies and/or their separate accounts funding Variable Contracts or to other persons or entities permitted under Section 817 of the Internal Revenue Code of 1986, as amended (the "Code"), or regulations promulgated thereunder. No shares of any Portfolio will be sold to the Plangeneral public, except to the extent permitted under the Code. 1.4. Purchase by the Plan of Class K shares The Trust and each of the Designated Portfolios on behalf Distributors will not sell Trust shares to any Participating Insurance Company or separate account funding Variable Contracts unless an agreement containing provisions substantially the same as Articles I, III, V, VII and Section 2.5 of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes Article II of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K sharesAgreement is in effect to govern such sales. 1.31.5. The Trust, at the request of the Plan, will Trust agrees to redeem for cash or in-kind kind, at the request of any Account or Equitable, any full or fractional Class K shares of the Designated Portfolios Trust held from time to time by the PlanAccount or Equitable. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares per share of the Designated Portfolios in question and Classes next computed after receipt by the Trust or its designee of a redemption the request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Actfor redemption. For purposes of this Section 1.31.5, AXA neither Equitable nor any Account shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable or any Account shall not constitute receipt by the Trust or its designee for purposes of calculating the each Portfolio's net asset value per share of any Designated Portfolioshare. 1.41.6. All Equitable agrees that purchases and redemptions of Class K shares of the Designated Portfolios and Classes offered by a then-current prospectus of the Trust shall be made in accordance with the provisions of such prospectus. Equitable agrees that all net amounts available under the most recent Variable Contracts listed on Schedule A attached hereto and incorporated herein by this reference, as such Schedule A may be amended from time to time hereafter by mutual written agreement of all the parties hereto (the "Equitable Contracts"), shall be invested in the Trust prospectus for and in such other investment companies or other investment vehicles advised by the Class K shares Manager as may be mutually agreed to in writing by the parties hereto, or in Equitable's general account. In addition, amounts also may be invested in investment companies other than the Trust if: (a) any such other investment company, or series thereof, has investment objectives or policies that are, in the opinion of the Designated Manager, substantially different from the investment objectives and policies of the Portfolios (of the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares Trust in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire.Accounts invest; or (

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available Each of the Distributors agrees to the Plan are set forth on Schedule A hereto. The Trust shall make Class K sell to each Account those shares of the Designated Portfolios and Classes for which it serves as the Trust's principal underwriter and which each Account orders, executing such orders at the net asset value per share next computed after receipt by the Trust or its designee of the order for the shares of the Designated Portfolios and Classes. For purposes of this Section 1.1, neither Equitable nor any Account shall be considered the designee of the Trust for receipt of such purchase orders and receipt by Equitable or any Account shall not constitute receipt by the Trust for purposes of calculating each Portfolio's net asset value per share. 1.2. The Trust agrees to make its shares of the Designated Portfolios and Classes available for purchase by the Plan each Account at the applicable net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios and Classes pursuant to rules of the SEC. The Trust will shall use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios and Classes on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “"Board”") may refuse to sell shares of Class K shares of any Designated Portfolio or Class to the Plan any person, or suspend or terminate the offering of shares of any Portfolio or Class K shares of any Designated Portfolio to the Plan thereof, if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust shareholders of such Portfolio or its shareholdersClass thereof. 1.21.3. The Distributor, as a principal underwriter Trust and each of the Trust, will sell Class K Distributors agree that shares of the Designated Portfolios and Classes will be sold only to Participating Insurance Companies and/or their separate accounts funding Variable Contracts or to other persons or entities permitted under Section 817 of the Internal Revenue Code of 1986, as amended (the "Code"), or regulations promulgated thereunder. No shares of any Portfolio will be sold to the Plangeneral public, except to the extent permitted under the Code. 1.4. Purchase by The Trust and each of the Plan Distributors will not sell Trust shares to any Participating Insurance Company or separate account funding Variable Contracts unless an agreement containing provisions substantially the same as Articles I, III, V, VII and Section 2.5 of Class K Article II of this Agreement is in effect to govern such sales. 1.5. The Trust agrees to redeem for cash or in-kind, at the request of any Account or Equitable, any full or fractional shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made Trust held by the Plan to the Distributor and Account or Equitable. The Trust will be executed by the Distributor on a daily basis execute such requests at the net asset value per share of the Class K Shares Designated Portfolios and Classes next computed after receipt by the Trust or its designee of such purchase orderthe request for redemption. For purposes of this Section 1.21.5, AXA neither Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable nor any Account shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable or any Account shall not constitute receipt by the Trust or its designee for purposes of calculating the each Portfolio's net asset value per share of any Designated Portfolioshare. 1.41.6. All Equitable agrees that purchases and redemptions of Class K shares of the Designated Portfolios and Classes offered by a then-current prospectus of the Trust shall be made in accordance with the provisions of such prospectus. Equitable agrees that all net amounts available under the most recent Variable Contracts listed on Schedule A attached hereto and incorporated herein by this reference, as such Schedule A may be amended from time to time hereafter by mutual written agreement of all the parties hereto (the "Equitable Contracts"), shall be invested in the Trust prospectus for and in such other investment companies or other investment vehicles advised by the Class K shares Manager as may be mutually agreed to in writing by the parties hereto, or in Equitable's general account. In addition, amounts also may be invested in investment companies other than the Trust if: (a) any such other investment company, or series thereof, has investment objectives or policies that are, in the opinion of the Designated Manager, substantially different from the investment objectives and policies of the Portfolios (of the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares Trust in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire.Accounts invest; or (

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available to the Plan are set forth on Schedule A hereto2.1. The Trust shall make Class K shares of the Designated Portfolios those Series listed on Schedule 3 to this Agreement available for purchase by the Plan Company on behalf of the Account, such purchases to be effected at the net asset value per share on those days on which the Trust calculates the net asset value per share in accordance with Section 2.3 of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for tradingthis Agreement. Notwithstanding the foregoing, (i) Trust Series in existence now or that may be established in the future and not listed on Schedule 3 will be made available to the Company only as the Trust and the Company may agree pursuant to Article XI hereof, and (ii) the Board of Trustees of the Trust (the “"Trust Board”") may refuse to sell shares of Class K shares of any Designated Portfolio to the Plan or suspend or terminate the offering of shares of Class K Trust shares of any Designated Portfolio to the Plan Series in any jurisdiction, if such action is required by law or by regulatory authorities having jurisdiction or isif, in the sole discretion of the Trust Board acting in good faith and in light of its fiduciary duties under federal Federal and any applicable state laws, suspension or termination is necessary or in the best interests of the Trust or its shareholders of any Series (it being understood that "shareholders" for this purpose shall mean Product Owners and Qualified Participants). 1.22.2. The DistributorTrust shall redeem, as a principal underwriter of at the TrustCompany's request, will sell Class K any full or fractional shares of the Designated Portfolios to the Plan. Purchase Trust held by the Plan of Class K shares of the Designated Portfolios Company on behalf of Plan participants will the Account, such redemptions to be effected by purchase orders made at net asset value in accordance with Section 2.3 of this Agreement. Notwithstanding the foregoing, (i) the Company shall not redeem Trust shares attributable to Contract Owners except in the circumstances permitted in Section 2.7 of this Agreement, and (ii) the Trust may delay redemption of Trust shares of any Series to the extent permitted by the Plan 1940 Act, any rules, regulations or orders thereunder, or as described in the Trust Prospectus. (a) The Trust hereby appoints the Company as its designee for the limited purpose of receiving purchase and redemption requests from the Account based on allocations of net amounts to the Distributor Account or subaccounts thereof under the Contracts and will other transactions relating to the Contracts or the Account. Purchase and redemption requests shall be executed processed by the Distributor on a daily basis Trust at the net asset value per share next calculated after the Trust receives and accepts such request. The Trust shall calculate its net asset value per share at the Trust's close of business on each Business Day (as defined from time to time in the Trust Prospectus, and which as of the Class K Shares next computed after receipt date of execution of this Agreement is the time of the close of regular session trading on the New York Stock Exchange, which is generally 4:00 p.m. Eastern Time. Receipt of any such request on any Business Day by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the Company as designee of the Trust for receipt prior to the Trust's close of purchase orders, and receipt by AXA Equitable business shall not constitute receipt by the Trust on that same Business Day, provided that the Trust receives notice of such request by 10 a.m. Eastern Time on the next following Business Day. (b) The Company shall pay for purposes shares of calculating each Designated Portfolio’s Series on the same day that it notifies the Trust of a purchase request for such shares. Payment for Series shares shall be made in Federal funds transmitted to the Trust by wire to be received by the Trust by 12:00 p.m. Eastern Time on the day the Trust is notified of the purchase request for Series shares (unless the Trust determines and so advises the Company that sufficient proceeds are available from redemption of shares of other Series effected pursuant to redemption requests tendered by the Company on behalf of the Account). If payment in Federal funds for any purchase is not received, or is received by the Trust after 3 p.m. Eastern Time on such Business Day, the Company shall promptly, upon the Trust's request, reimburse the Trust for any charges, costs, fees, interest or other expenses incurred by the Trust in connection with any advances to, or borrowings or overdrafts by, the Trust, or any similar expenses incurred by the Trust, as a result of non-payment or late payment. (c) Payment for Series shares redeemed by the Account or the Company shall be made in Federal funds transmitted by wire to the Company or any other designated person by 3 p.m. Eastern Time on the next Business Day after the Trust is properly notified of the redemption order of Series shares (unless redemption proceeds are to be applied to the purchase of Trust shares of other Series in accordance with Section 2.3(b) of this Agreement), except that (i) if payment of the redemption proceeds would require the Trust to dispose of portfolio securities or otherwise incur additional costs, proceeds shall be wired to the company within seven days and the Trust shall notify the Company of such delay by 3 p.m. Eastern Time on such Business Day; and (ii) the Trust reserves the right to delay payment of redemption proceeds to the extent permitted under Section 22(e) of the 1940 Act; and (iii) the Trust reserves the right to effect payment of redemptions in kind, but only to the extent described in the Trust Prospectus. The Trust shall not bear any responsibility whatsoever for the proper disbursement or crediting of redemption proceeds by the Company; the Company alone shall be responsible for such action. 2.4. The Trust shall use reasonable efforts to make the net asset value per share for each Series available to the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time Company by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption7 p.m. Eastern Time each Business Day, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating in any event, as soon as reasonably practicable after the net asset value per share of any Designated Portfolio. 1.4. All purchases for such Series is calculated, and redemptions of Class K shares of the Designated Portfolios shall be made calculate such net asset value in accordance with the provisions Trust Prospectus. Neither the Trust, any Series, the Investment Adviser, nor any of their affiliates shall be liable for any information provided to the Company pursuant to this Agreement which information is based on incorrect information supplied by the Company or any other Participating Company to the Trust or the Investment Adviser. 2.5. The Trust shall furnish notice to the Company as soon as reasonably practicable of any income dividends or capital gain distributions payable on any Series shares. The Trust shall notify the Company promptly of the most recent number of Series shares so issued as payment of such dividends and distributions. The Company, on its behalf and on behalf of the Account, hereby elects to receive all such dividends and distributions as are payable on any Series shares in the form of additional shares of that Series. The Company reserves the right, on its behalf and on behalf of the Account, to revoke this election and to receive all such dividends in cash. 2.6. Issuance and transfer of Trust prospectus shares shall be by book entry only. Stock certificates will not be issued to the Company or the Account. Purchase and redemption orders for Trust shares shall be recorded in an appropriate ledger for the Class K Account or the appropriate subaccount of the Account. (a) The Company shall invest amounts available for investment under the Contracts in the Series of the Trust specified in Schedule 3 in accordance with allocation instructions received from Contract Owners, it being understood that no changes shall be made to Schedule 3 without the prior written consent of the Trust and the Investment Adviser. The Company may withdraw the Account's investment in the Trust or a Series of the Trust only: (i) as necessary to facilitate Contract Owner requests; (ii) upon a determination by a majority of the Trust Board, or a majority of disinterested Trust Board members, that an irreconcilable material conflict exists among the interests of (x) some or all Product Owners or (y) the interests of some or all of the Participating Insurance Companies and/or Qualified Entities investing in the Trust; or (iii) in the event that the shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay another investment company are substituted for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such series shares in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading terms of the Contracts upon the (x) requisite vote of the Contract Owners having an interest in the affected Series and on which the written consent of the Trust calculates (unless otherwise required by applicable law); (y) upon issuance of an SEC exemptive order pursuant to Section 26(b) of the net asset 1940 Act permitting such substitution; or (z) as may otherwise be permitted under applicable law. (b) The Company shall not, without the prior written consent of the Trust (unless otherwise required by applicable law), take any action to operate the Account as a management investment company under the 1940 Act. (c) The Trust shall not, without the prior written consent of the Company (unless otherwise required by applicable law), take any action to operate the Trust as a unit investment trust under the 1940 Act. (d) The Company shall not, without the prior written consent of the Trust (unless otherwise required by applicable law), solicit, induce or encourage Contract Owners to change or modify the Trust or change the Trust's investment adviser. (e) The Company and the Trust acknowledge that the arrangement contemplated by this Agreement is not exclusive; Trust shares may be sold to other insurance companies; and the cash value of the Contracts may be invested in other investment companies, provided, however, that (a) such other investment company, or series thereof, has investment objectives or policies that are substantially different from the investment objectives and policies of the Trust; or (b) the Company gives the Trust 45 days written notice of its Class K shares pursuant intention to make such other investment company available as a funding vehicle for the Contracts; or (c) such other investment company was available as a funding vehicle for the Contracts prior to the rules date of this Agreement and the SECCompany so informs the Trust prior to the execution of this Agreement; or (d) the Trust consents to the use of such other investment company, such consent not to be unreasonably withheld. 2.8. Payment The Trust shall be sell Trust shares only to Participating Insurance Companies and their separate accounts and to Qualified Entities. The Trust shall not sell Trust shares to any insurance company or separate account unless an agreement complying with Article VII of this Agreement is in federal funds transmitted by wireeffect to govern such sales.

Sale of Trust Shares. 1.11.1 The Contracts funded by the Separate Account will provide for the allocation of net amounts among the various Portfolios of the Separate Account for investment in the shares of the particular Series of the Trust underlying each Portfolio. The Designated Portfolios currently selection of a particular Portfolio is to be made (and such selection may be changed) in accordance with the terms of the Contract. 1.2 Trust shares to be made available to the Plan are set forth on Schedule A hereto. The Trust shall make Class K shares respective Portfolios of the Designated Portfolios available for purchase Separate Account shall be sold by each of the respective Series of the Trust and purchased by the Plan Company for that Portfolio at the net asset value per share on next computed after receipt of each order, as established in accordance with the provisions of the then current prospectus of the Trust. Shares of a particular Series of the Trust shall be ordered in such quantities and at such times as determined by the Company to be necessary to meet the requirements of those days on Contracts having amounts allocated to the Portfolio for which the Trust calculates Series shares serve as the net asset value per share underlying investment medium. Orders and payments for shares purchased will be sent promptly to the Trust and will be made payable in the manner established from time to time by the Trust for the receipt of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for tradingsuch payments. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio Series to the Plan any person or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio to the Plan Series if such action is required by law or by regulatory authorities authority having jurisdiction over the Trust or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholdersshareholders of such Series. 1.2. 1.3 The Distributor, as a principal underwriter of Trust will redeem the Trust, will sell Class K shares of the Designated Portfolios to the Plan. Purchase various Series when requested by the Plan of Class K shares of the Designated Portfolios Company on behalf of Plan participants will be effected by purchase orders made by the Plan to corresponding Portfolio of the Distributor and will be executed by the Distributor on a daily basis Separate Account at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made as established in accordance with the provisions of the most recent then current prospectus of the Trust. The Trust prospectus will make payment in the manner established from time to time by the Trust for the Class K receipt of such redemption requests, but in no event shall payment be delayed for a greater period than is permitted by the 1940 Xxx. 1.35 For purposes of paragraphs 1.2 and 1.3 hereinabove, the Company shall be the agent of the Trust for the receipt of (1) orders to purchase, and (2) requests to redeem, shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire.the

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available Each Trust agrees to sell to the Plan are Company those Shares which the Accounts order (based on orders placed by Policyowners prior to the pricing time set forth in the applicable Portfolio’s prospectus, e.g., the close of regular trading on Schedule A heretothe New York Stock Exchange, Inc. (the “NYSE”) (generally, 4:00p.m. The Trust shall make Class K shares Eastern Time) (the “Close of the Designated Portfolios Trading”) on that Business Day, as defined below) and which are available for purchase by the Plan at the net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoingsuch Accounts, the Board of Trustees of the Trust (the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio to the Plan or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio to the Plan if executing such action is required by law or by regulatory authorities or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholders. 1.2. The Distributor, as a principal underwriter of the Trust, will sell Class K shares of the Designated Portfolios to the Plan. Purchase by the Plan of Class K shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K Shares next computed after receipt by the such Trust or its designee of the order for the Shares. The Company shall transmit such purchase orderorders, via facsimile, to the Trust or its designee(s). For purposes of this Section 1.21.1, AXA Equitable will not the Company shall be considered the designee of the each Trust for receipt of purchase orders, such orders from Policyowners and receipt by AXA Equitable such designee shall not constitute receipt by the each Trust; provided that such Trust for purposes receives notice of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3such orders by 9:30a.m. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from New York time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made in accordance with the provisions of the most recent Trust prospectus for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereofnext following Business Day. “Business Day” shall mean any day on which the New York Stock Exchange NYSE is open for trading and on which the such Trust calculates the its net asset value of its Class K shares pursuant to the rules of the SEC. Payment The Company will ensure that orders for transactions in Shares by Policyowners comply with each Portfolio’s prospectus (including statement of additional information) restrictions with respect to purchases, redemptions and exchanges. All orders communicated to the Trust or its designee by the 9:30 a.m. deadline (or such other time as may be agreed by the parties from time to time) shall be treated by the Trust or its designee as if received prior to the Close of Trading. The parties agree to reasonably cooperate for the purpose of discouraging frequent or disruptive trading in federal funds transmitted Shares of the Portfolios and the Company and MFD have entered into a Rule 22c-2 “shareholder information agreement” dated March 20, 2007, a copy of which is attached as Schedule B. Other than as specifically set forth herein or in the shareholder information agreement, nothing in this Agreement shall require or impose any duty or obligation on the Company to monitor trading activity for compliance with the Trust’s policies regarding frequent trading or market timing. The Company will not engage in, authorize or facilitate market timing or late trading in Shares and has implemented controls designed to identify and prevent market timing and late trading in Shares by wire.Policy holders. 170757 [page break]

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available Distributor agrees to the Plan are set forth on Schedule A hereto. The Trust shall make Class K sell to each Account those shares of the Designated Portfolios and Classes for which it serves as the Trust's principal underwriter and which each Account orders, executing such orders on a daily basis at the net asset value per share next computed after receipt by the Trust or its designee of the order for the shares of the Designated Portfolios and Classes. For purposes of this Section 1.1, MetLife Insurance shall be considered the designee of the Trust for receipt of such purchase orders and receipt by MetLife Insurance shall constitute receipt by the Trust for purposes of calculating each Portfolio's net asset value per share; provided that the Trust receives notice of such order by 9:30 a.m. New York time on the next following day on which the New York Stock Exchange is open for trading and on which the Trust calculates its net asset value pursuant to the rules of the SEC. 1.2. The Trust agrees to make its shares of the Designated Portfolios and Classes available for purchase by the Plan each Account at the applicable net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios and Classes pursuant to rules of the SEC. The Trust will shall use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios and Classes on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “"Board”") may refuse to sell shares of Class K shares of any Designated Portfolio or Class to the Plan any person, or suspend or terminate the offering of shares of any Portfolio or Class K shares of any Designated Portfolio to the Plan thereof, if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust shareholders of such Portfolio or its shareholdersClass thereof. 1.21.3. The Distributor, as a principal underwriter of Trust and the Trust, will sell Class K Distributor agree that shares of the Designated Portfolios and Classes will be sold only to Participating Insurance Companies and/or their separate accounts funding Variable Contracts or to other persons or entities permitted under Section 817 of the Internal Revenue Code of 1986, as amended (the "Code"), or regulations promulgated thereunder. No shares of any Portfolio will be sold to the Plan. Purchase by the Plan of Class K shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made by the Plan general public, except to the Distributor extent permitted under the Code. 1.4. The Trust and will be executed by the Distributor on a daily basis at will not sell Trust shares to any Participating Insurance Company or separate account funding Variable Contracts unless an agreement containing provisions substantially the net asset value same as Articles I, III, V, VII and Section 2.5 of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes Article II of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K sharesAgreement is in effect to govern such sales. 1.31.5. The Trust, at the request of the Plan, will Trust agrees to redeem for cash or in-kind kind, at the request of any Account or MetLife Insurance, any full or fractional Class K shares of the Designated Portfolios Trust held from time to time by the PlanAccount or MetLife Insurance. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares per share of the Designated Portfolios in question and Classes next computed after receipt by the Trust or its designee of a redemption the request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Actfor redemption. For purposes of this Section 1.31.5, AXA Equitable MetLife Insurance shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable MetLife Insurance shall not constitute receipt by the Trust or its designee for purposes of calculating the each Portfolio's net asset value per share share; provided that the Trust receives notice of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made in accordance with the provisions of the most recent Trust prospectus such request for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased redemption by it 9:30 a.m. New York time on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “Business Day” shall mean any next following day on which the New York Stock Exchange is open for trading and on which the Trust calculates the its net asset value of its Class K shares pursuant to the rules of the SEC. 1.6. Payment MetLife Insurance agrees that purchases and redemptions of shares of the Designated Portfolios and Classes offered by a then-current prospectus of the Trust shall be made in federal funds transmitted accordance with the provisions of such prospectus. MetLife Insurance agrees that all net amounts available under the Variable Contracts listed on Schedule A attached hereto and incorporated herein by wirethis reference, as such Schedule A may be amended from time to time hereafter by mutual written agreement of all the parties hereto (the "MetLife Insurance Contracts"), shall be invested in the Trust and in such other investment companies or other investment vehicles advised by the Manager as may be mutually agreed to in writing by the parties hereto, or in MetLife Insurance's general account. In addition, amounts also may be invested in investment companies other than the Trust if: (a) any such other investment company, or series thereof, has investment objectives or policies that are, in the opinion of the Manager, substantially different from the investment objectives and policies of the Portfolios of the Trust in which the Accounts invest; or (b) MetLife Insurance gives the Trust and the Distributor forty-five (45) days written notice of its intention to make such other investment companies available as a funding vehicle for the MetLife Insurance Contracts, and no written objection is received by MetLife Insurance; or (c) any such other investment companies were available as a funding vehicle for the MetLife Insurance Contracts prior to the date of this Agreement and MetLife Insurance so informs the Trust and Distributor prior to their signing this Agreement (a list of such other investment companies appears on Schedule C to this Agreement); or (d) the Trust and the Distributor consent to the use of any such other investment company. 1.7. MetLife Insurance shall pay for shares of Designated Portfolios

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available to the Plan are set forth on Schedule A hereto. 1.1 The Trust shall agrees to make Class K shares of the Designated Portfolios available for purchase by the Plan at the net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “BoardShares”) may refuse to sell shares of Class K shares of any Designated Portfolio available to the Plan or suspend or terminate Separate Accounts of the offering Company for investment of shares purchase payments of Class K shares of any Designated Portfolio Variable Contracts allocated to the Plan if such action is required by law or by regulatory authorities or is, designated Separate Accounts as provided in the sole discretion Trust's then current prospectus and statement of additional information. The Company agrees to purchase and redeem the Shares of the Board acting in good faith Portfolios offered by the then current prospectus and in light statement of its fiduciary duties under federal and any applicable state laws, necessary in the best interests additional information of the Trust or its shareholders. 1.2in accordance with the provisions of such prospectus and statement of additional information. The DistributorCompany shall not permit any person other than a Variable Contract owner, as a principal underwriter or such owner’s investment adviser, registered representative or attorney-in-fact ("Owner") to give instructions to the Company which would require the Company to redeem or exchange Shares of the Trust, will . 1.2 The Trust agrees to sell Class K shares to the Company those Shares of the Designated selected Portfolios to the Plan. Purchase by the Plan of Class K shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase Trust which the Company orders, executing such orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K Shares NAV next computed after receipt by the Trust or its designee of such purchase orderthe order for the Shares of the Fund. For purposes of this Section 1.2, AXA Equitable will not the Company shall be considered the designee of the Trust for receipt of purchase orders, such orders from the designated Separate Account and receipt by AXA Equitable such designee shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for Trust; provided, to the Class K shares. 1.3. The Trustextent not inconsistent with regulatory requirements, at that the request Company receives the order by 4:00 p.m. Eastern time (or other applicable closing time of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the PlanNew York Stock Exchange). The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made in accordance with the provisions of the most recent Trust prospectus for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “"Business Day” " shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K shares NAV pursuant to the rules of the SEC. Payment shall be Notwithstanding the foregoing, the trustees of the Trust may refuse to sell shares of any Portfolio to any person, or suspend or terminate the offering of shares of any Portfolio if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the trustees of the Trust acting in good faith and in light of their fiduciary duties under federal funds transmitted by wirelaws, necessary in the best interests of the shareholders of that Portfolio.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available Each of the Distributors agrees to the Plan are set forth on Schedule A hereto. The Trust shall make Class K sell to each Account those shares of the Designated Portfolios and Classes for which it serves as the Trust's principal underwriter and which each Account orders, executing such orders at the net asset value per share next computed after receipt by the Trust or its designee of the order for the shares of the Designated Portfolios and Classes. For purposes of this Section 1.1, neither Equitable nor any Account shall be considered the designee of the Trust for receipt of such purchase orders and receipt by Equitable or any Account shall not constitute receipt by the Trust for purposes of calculating each Portfolio's net asset value per share. 1.2. The Trust agrees to make its shares of the Designated Portfolios and Classes available for purchase by the Plan each Account at the applicable net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios and Classes pursuant to rules of the SEC. The Trust will shall use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios and Classes on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “"Board”") may refuse to sell shares of Class K shares of any Designated Portfolio or Class to the Plan any person, or suspend or terminate the offering of shares of any Portfolio or Class K shares of any Designated Portfolio to the Plan thereof, if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust shareholders of such Portfolio or its shareholdersClass thereof. 1.21.3. The Distributor, as a principal underwriter Trust and each of the Trust, will sell Class K Distributors agree that shares of the Designated Portfolios and Classes will be sold only to Participating Insurance Companies and/or their separate accounts funding Variable Contracts or to other persons or entities permitted under Section 817 of the Internal Revenue Code of 1986, as amended (the "Code"), or regulations promulgated thereunder. No shares of any Portfolio will be sold to the Plangeneral public, except to the extent permitted under the Code. 1.4. Purchase by The Trust and each of the Plan Distributors will not sell Trust shares to any Participating Insurance Company or separate account funding Variable Contracts unless an agreement containing provisions substantially the same as Articles I, III, V, VII and Section 2.5 of Class K Article II of this Agreement is in effect to govern such sales. 1.5. The Trust agrees to redeem for cash or in-kind, at the request of any Account or Equitable, any full or fractional shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made Trust held by the Plan to the Distributor and Account or Equitable. The Trust will be executed by the Distributor on a daily basis execute such requests at the net asset value per share of the Class K Shares Designated Portfolios and Classes next computed after receipt by the Trust or its designee of such purchase orderthe request for redemption. For purposes of this Section 1.21.5, AXA neither Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable nor any Account shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable or any Account shall not constitute receipt by the Trust or its designee for purposes of calculating the each Portfolio's net asset value per share of any Designated Portfolioshare. 1.41.6. All Equitable agrees that purchases and redemptions of Class K shares of the Designated Portfolios and Classes offered by a then-current prospectus of the Trust shall be made in accordance with the provisions of such prospectus. Equitable agrees that all net amounts available under the most recent Variable Contracts listed on SCHEDULE A attached hereto and incorporated herein by this reference, as such SCHEDULE A may be amended from time to time hereafter by mutual written agreement of all the parties hereto (the "Equitable Contracts"), shall be invested in the Trust prospectus for and in such other investment companies or other investment vehicles advised by the Class K shares Manager as may be mutually agreed to in writing by the parties hereto, or in Equitable's general account. In addition, amounts also may be invested in investment companies other than the Trust if: (a) any such other investment company, or series thereof, has investment objectives or policies that are, in the opinion of the Designated Manager, substantially different from the investment objectives and policies of the Portfolios (of the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares Trust in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire.Accounts invest; or (

Sale of Trust Shares. 1.1. 1.1 The Designated Portfolios currently made available Underwriter agrees, subject to the Plan are set forth on Schedule A hereto. The Trust shall make Class K shares of the Designated Portfolios available for purchase by the Plan at the net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoingTrust’s rights under Section 1.2 and otherwise under this Agreement, the Board of Trustees of the Trust (the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio to the Plan or suspend or terminate the offering of Company those Trust shares of Class K shares of any Designated Portfolio to the Plan if representing interests in Authorized Funds which each Account orders, executing such action is required by law or by regulatory authorities or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholders. 1.2. The Distributor, as a principal underwriter of the Trust, will sell Class K shares of the Designated Portfolios to the Plan. Purchase by the Plan of Class K shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase orderthe order for the shares of the Trust. For purposes of this Section 1.21.1, AXA Equitable will not the Company shall be considered the designee of the Trust for receipt of purchase orders, such orders from each Account and receipt by AXA Equitable such designee as of 4:00 p.m. Eastern time shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by ; provided that the Trust or its designee receives notice of a redemption request from such order by (i) 9:30am if transmitting such order via the Plan. All redemptions requests will be processed NSCC; and payment with respect thereto normally will be made within seven (7ii) days after receipt 10:00 a.m. Eastern time if transmitting such order by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made in accordance with the provisions of the most recent Trust prospectus for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it facsimile; on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereofnext following Business Day. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the its net asset value of its Class K shares pursuant to the rules of the SECSecurities and Exchange Commission. The initial Authorized Funds are set forth in Schedule B, as such schedule is amended from time to time. 1.2 The Trust agrees to make its shares available for purchase at the applicable net asset value per share by the Company for their separate Accounts listed on Schedule A, on those days on which the Trust calculates its net asset value pursuant to rules of the Securities and Exchange Commission and the Trust. Notwithstanding the foregoing, the Trustees of the Trust (the “Trustees”) may refuse to sell shares of any Fund to the Company or any other person, or suspend or terminate the offering of shares of any Fund if such action is required by law or by regulatory authorities having jurisdiction over the Trust or if the Trustees determine, in the exercise of their fiduciary responsibilities, that to do so would be in the best interests of shareholders. 1.3 The Trust and the Underwriter agree that shares of the Trust will be sold only to Participating Insurance Companies and their separate accounts. No shares of any Fund will be sold to the general public. 1.4 The Trust shall redeem its shares in accordance with the terms of its then current prospectus. For purposes of this Section 1.4, the Company shall be the designee of the Trust for receipt of requests for redemption from each Account and receipt by such designee by the close of trading on the New York Stock Exchange on a day, shall constitute receipt by the Trust on that day; provided that the Trust receives written (or facsimile) notice of such request for redemption by (i) 9:30am Eastern Time if transmitting such order via the NSCC; and (ii) 10:00 a.m. Eastern time if transmitting such order via facsimile; on the next following Business Day. The Trust shall pay and transmit the proceeds of redemptions of Trust shares by 5:00 p.m. Eastern Time on the settlement date. In connection with the foregoing and Section 1.1 above, the Company agrees to provide information, at the Underwriter’s reasonable request, on its late trading controls procedures, and the Company represents that it has controls and procedures in place to prevent the acceptance of orders or requests for redemption of shares of the Trust after the close of trading on the New York Stock Exchange on a day on a day for trades that will be based on the net asset value determined as of the close of trading on the New York Stock Exchange on such day. 1.5 The Company acknowledges that the Contracts are not intended to serve as vehicles for frequent transfers among the Funds. As such, the Company agrees to abide by Xxxxxx’x practices and policies by restricting activity of any Contract owner identified and communicated to the Company, either by the Trust or the Underwriter, as a market timer, and further agrees to notify the Trust or the Underwriter if it becomes aware of a Contract owner engaged in market timing activity with respect to the Funds. The parties acknowledge and agree that contemporaneous with the execution of this Agreement, the parties shall enter into a Rule 22c-2 Agreement. 1.6 The Company shall purchase and redeem the shares of Authorized Funds offered by the then current prospectus of the Trust in accordance with the provisions of such prospectus. 1.7 The Company shall pay for Trust shares on the next Business Day after an order to purchase Trust shares is made in accordance with the provisions of Section 1.1 hereof. Payment shall be in federal funds transmitted by wire. 1.8 Issuance and transfer of the Trust’s shares will be by book entry only. Share certificates will not be issued by the Trust to the Company or any Account. Shares ordered from the Trust will be recorded as instructed by the Company to the Underwriter in an appropriate title for each Account or the appropriate sub-account of each Account. 1.9 The Underwriter shall furnish prompt notice (by wire or telephone, followed by written confirmation) to the Company of the declaration of any income, dividends or capital gain distributions payable on the Trust’s shares. The Company hereby elects to receive all such income dividends and capital gain distributions as are payable on the Fund shares in additional shares of that Fund. The Company reserves the right to revoke this election and to receive all such income dividends and capital gain distributions in cash. The Underwriter shall notify the Company of the number of shares so issued as payment of such dividends and distributions. 1.10 The Underwriter shall make the net asset value per share for each Fund available to the Company on a daily basis as soon as reasonably practical after the Trust calculates its net asset value per share and each of the Trust and the Underwriter shall use its best efforts to make such net asset value per share available by 7:00 p.m. Eastern time. In the event of an error in the computation of a Fund’s net asset value per share (“NAV”) (each a “pricing error”) or any dividend or capital gain distribution, the Underwriter shall notify the Company promptly after discovery of the error. Such notification may be oral, but shall be confirmed promptly in writing (which may be e-mail). A pricing error shall be corrected, if necessary, in accordance with the Fund’s then current policies and procedures, which comply in all material respects with applicable law, and the method of correction, to the extent it requires any action by the Company shall also be communicated to the Company promptly. The Fund’s current pricing procedures generally provide that if the pricing error results in a difference between the erroneous NAV and the correct NAV equal to or greater than $0.01 per Fund share (a “Reimbursable Pricing Error”) at time of error then the party at fault, which may be the Underwriter, the Fund’s investment adviser (“Advisor”) or another of the Fund’s service providers, as applicable, may be asked to reimburse the Fund or the Fund’s shareholders, as applicable, for such loss, if any. If an adjustment is necessary to correct a material error (as described below) which has caused Contract owners to receive less than the amount to which they are entitled, subject to the provisions of the Fund’s pricing procedures and exceptions, as applicable for de minimis adjustments for specific accounts, the number of shares of the applicable sub-account of such Contract owners will be adjusted and the amount of any underpayments shall be credited by the Underwriter or the Adviser to the Company for crediting of such amounts to the applicable subaccounts of such Contract owners. Subject to the provisions of the Fund’s pricing procedures and exceptions, as applicable, for de minimis adjustments for specific accounts, upon notification by the Underwriter or Adviser of any overpayment due to a material error, the Company shall promptly remit to the Underwriter or Adviser any overpayment that has not been paid to Contract owners and in the event that Contract owners have received any overpayment then the parties will work cooperatively together to facilitate the repayment by such Contract owners, to the extent such is requested by the Underwriter, the Adviser or the Fund. Under the Fund’s current pricing procedures, absent a pricing error with respect to the shares of Contract owners by the Company, the Underwriter and the Adviser would not expect there to be any circumstances under which the Company would be liable to Contract owners for any such adjustments or underpayment amounts. A Reimbursable Pricing Error shall be deemed to be “materially incorrect” or constitute a “material error” for purposes of this Agreement to the extent it exceeds 1/2 of 1% of the Fund’s NAV at the time of the error. The standards set forth in this Section 1.10 are based on the Fund’s current pricing procedures and the parties’ understanding of general industry practice. In the event the Fund’s pricing procedures change, whether due to a specific change for the Funds or based upon changes in general industry practice or upon guidance from the Securities and Exchange Commission or its staff, the parties shall endeavor to amend the foregoing provisions of this Agreement to comport with such changes.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available Each of the Distributors agrees to the Plan are set forth on Schedule A hereto. The Trust shall make Class K sell to each Account those shares of the Designated Portfolios and Classes for which it serves as the Trust's principal underwriter and which each Account orders, executing such orders on a daily basis at the net asset value per share next computed after receipt by the Trust or its designee of the order for the shares of the Designated Portfolios and Classes. For purposes of this Section 1.1, neither Equitable nor any Account shall be considered the designee of the Trust for receipt of such purchase orders and receipt by Equitable or any Account shall not constitute receipt by the Trust for purposes of calculating each Portfolio's net asset value per share. 1.2. The Trust agrees to make its shares of the Designated Portfolios and Classes available for purchase by the Plan each Account at the applicable net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios and Classes pursuant to rules of the SEC. The Trust will shall use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios and Classes on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees 145374 v2 -2- of the Trust (the “"Board”") may refuse to sell shares of Class K shares of any Designated Portfolio or Class to the Plan any person, or suspend or terminate the offering of shares of any Portfolio or Class K shares of any Designated Portfolio to the Plan thereof, if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust shareholders of such Portfolio or its shareholdersClass thereof. 1.21.3. The Distributor, as a principal underwriter Trust and each of the Trust, will sell Class K Distributors agree that shares of the Designated Portfolios and Classes will be sold only to Participating Insurance Companies and/or their separate accounts funding Variable Contracts or to other persons or entities permitted under Section 817 of the Internal Revenue Code of 1986, as amended (the "Code"), or regulations promulgated thereunder. No shares of any Portfolio will be sold to the Plangeneral public, except to the extent permitted under the Code. 1.4. Purchase by the Plan of Class K shares The Trust and each of the Designated Portfolios on behalf Distributors will not sell Trust shares to any Participating Insurance Company or separate account funding Variable Contracts unless an agreement containing provisions substantially the same as Articles I, III, V, VII and Section 2.5 of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes Article II of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K sharesAgreement is in effect to govern such sales. 1.31.5. The Trust, at the request of the Plan, will Trust agrees to redeem for cash or in-kind kind, at the request of any Account or Equitable, any full or fractional Class K shares of the Designated Portfolios Trust held from time to time by the PlanAccount or Equitable. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares per share of the Designated Portfolios in question and Classes next computed after receipt by the Trust or its designee of a redemption the request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Actfor redemption. For purposes of this Section 1.31.5, AXA neither Equitable nor any Account shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable or any Account shall not constitute receipt by the Trust or its designee for purposes of calculating the each Portfolio's net asset value per share of any Designated Portfolioshare. 1.41.6. All Equitable agrees that purchases and redemptions of Class K shares of the Designated Portfolios and Classes offered by a then-current prospectus of the Trust shall be made in accordance with the provisions of such prospectus. Equitable agrees that all net amounts available under the most recent Variable Contracts listed on Schedule A attached hereto and incorporated herein by this reference, as such Schedule A may be amended from time to time hereafter by mutual written agreement of all the parties hereto (the "Equitable Contracts"), shall be invested in the Trust prospectus for and in such other investment companies or other investment vehicles advised by the Class K shares Manager as may be mutually agreed to in writing by the parties hereto, or in Equitable's general account. In addition, amounts also may be invested in investment companies other than the Trust if: (a) any such other investment company, or series thereof, has investment objectives or policies that are, in the opinion of the Designated Manager, substantially different from the investment objectives and policies of the Portfolios (of the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares Trust in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire.Accounts invest; or (

Sale of Trust Shares. 1.1. 1.1 The Designated Portfolios currently made available Underwriter agrees to sell to the Plan are set forth on Schedule A hereto. The Trust shall make Class K Company those shares of the Designated Portfolios available for purchase by Funds which the Plan Account orders, executing such orders on a daily basis at the net asset value next computed after receipt by the Trust or its designee of the order for the shares of the Designated Funds. 1.2 The Trust agrees to make shares of the Designated Funds available for purchase at the applicable net asset value per share by the Company and the Account on those days on which the Trust calculates the its net asset value per share of the Designated Portfolios pursuant to the 1940 Act and the rules of thereunder, and the SEC. The Trust will use reasonable efforts to shall calculate the such net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for tradingtrading unless otherwise permitted by law and in accordance with the Trust’s prospectus. Notwithstanding the foregoing, the Board of Trustees of the Trust (hereinafter the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio Fund to the Plan any person, or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio to the Plan Fund if such action is required by law or by regulatory authorities having jurisdiction, or is, in the sole discretion of the Board acting in good faith and in light of its their fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholdersshareholders of such Designated Fund. 1.21.3 The Trust and the Underwriter agree that shares of the Trust will be sold only to Participating Insurance Companies and their separate accounts and other purchasers of the kind specified in Treas. Reg. Section 1.8l7-5(f)(3) (or any successor provision). No shares of any Designated Funds will be sold to the general public. The DistributorTrust and the Underwriter will not sell Trust shares to any insurance company or separate account unless an agreement containing provisions substantially the same as Articles I. III and VII of this Agreement is in effect to govern such sales. 1.4 The Trust agrees to redeem, as a principal underwriter of on the TrustCompany’s request, will sell Class K any full or fractional shares of the Designated Portfolios Funds held by the Company, executing such requests on those days on which the Trust calculates its net asset value pursuant to the Plan. Purchase by 1940 Act and the Plan of Class K shares of rules thereunder and in accordance with the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis Trust’s prospectus at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes the request for redemption, except that the Trust reserves the right to suspend the right of this redemption or postpone the date of payment or satisfaction upon redemption consistent with Section 1.222(e) of the 1940 Act and any rules thereunder, AXA Equitable will not be considered and in accordance with the designee procedures and policies of the Trust as described in the then current prospectus. 1.5 The Trust hereby appoints the Company as an agent of the Trust for the limited purpose of receipt of purchase ordersand redemption orders on behalf of the Account for shares of those Designated Funds made available hereunder, and receipt by AXA Equitable such agent shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for Trust; provided that the Class K shares. 1.3. The Trust, at Company receives the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from order by 4:00 p.m. Eastern time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by and the Trust or its designee receives notice of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt such order by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made in accordance with the provisions of the most recent Trust prospectus for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it 7:30 a.m. Eastern time on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereofnext following Business Day. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the its net asset value of its Class K shares pursuant to the 1940 Act and the rules of the SEC. Payment shall be in federal funds transmitted by wirethereunder.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available Each of the Distributors agrees to the Plan are set forth on Schedule A hereto. The Trust shall make Class K sell to each Account those shares of the Designated Portfolios and Classes for which it serves as the Trust's principal underwriter and which each Account orders, executing such orders on a daily basis at the net asset value per share next computed after receipt by the Trust or its designee of the order for the shares of the Designated Portfolios and Classes. For purposes of this Section 1.1, neither Equitable nor any Account shall be considered the designee of the Trust for receipt of such purchase orders and receipt by Equitable or any Account shall not constitute receipt by the Trust for purposes of calculating each Portfolio's net asset value per share. 1.2. The Trust agrees to make its shares of the Designated Portfolios and Classes available for purchase by the Plan each Account at the applicable net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios and Classes pursuant to rules of the SEC. The Trust will shall use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios and Classes on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “"Board”") may refuse to sell shares of Class K shares of any Designated Portfolio or Class to the Plan any person, or suspend or terminate the offering of shares of any Portfolio or Class K shares of any Designated Portfolio to the Plan thereof, if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust shareholders of such Portfolio or its shareholdersClass thereof. 1.21.3. The Distributor, as a principal underwriter Trust and each of the Trust, will sell Class K Distributors agree that shares of the Designated Portfolios and Classes will be sold only to Participating Insurance Companies and/or their separate accounts funding Variable Contracts or to other persons or entities permitted under Section 817 of the Internal Revenue Code of 1986, as amended (the "Code"), or regulations promulgated thereunder. No shares of any Portfolio will be sold to the Plangeneral public, except to the extent permitted under the Code. 1.4. Purchase by the Plan of Class K shares The Trust and each of the Designated Portfolios on behalf Distributors will not sell Trust shares to any Participating Insurance Company or separate account funding Variable Contracts unless an agreement containing provisions substantially the same as Articles I, III, V, VII and Section 2.5 of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes Article II of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K sharesAgreement is in effect to govern such sales. 1.31.5. The Trust, at the request of the Plan, will Trust agrees to redeem for cash or in-kind kind, at the request of any Account or Equitable, any full or fractional Class K shares of the Designated Portfolios Trust held from time to time by the PlanAccount or Equitable. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares per share of the Designated Portfolios in question and Classes next computed after receipt by the Trust or its designee of a redemption the request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Actfor redemption. For purposes of this Section 1.31.5, AXA neither Equitable nor any Account shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable or any Account shall not constitute receipt by the Trust or its designee for purposes of calculating the each Portfolio's net asset value per share of any Designated Portfolioshare. 1.41.6. All Equitable agrees that purchases and redemptions of Class K shares of the Designated Portfolios and Classes offered by a then-current prospectus of the Trust shall be made in accordance with the provisions of such prospectus. Equitable agrees that all net amounts available under the most recent Trust prospectus for Variable Contracts listed on Schedule A attached hereto and incorporated herein by this reference, as such Schedule A may be amended from time to time hereafter by mutual written agreement of all the Class K shares of the Designated Portfolios parties hereto (the “Prospectus”"Equitable Contracts"). 1.5. The Plan , shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares be invested in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates and in such other investment companies or other investment vehicles advised by the net asset value Manager as may be mutually agreed to in writing by the parties hereto, or in Equitable's general account. In addition, amounts also may be invested in investment companies other than the Trust if: (a) any such other investment company, or series thereof, has investment objectives or policies that are, in the opinion of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire.the

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available to the Plan are set forth on Schedule A hereto2.1. The Trust shall make Class K shares of the Designated Portfolios those Series listed on Schedule 3 to this Agreement available for purchase by the Plan Company on behalf of the Account, such purchases to be effected at the net asset value per share on those days on which the Trust calculates the net asset value per share in accordance with Section 2.3 of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for tradingthis Agreement. Notwithstanding the foregoing, (i) Trust Series in existence now or that may be established in the future and not listed on Schedule 3 will be made available to the Company only as the Trust and the Company may agree pursuant to Article XI hereof, and (ii) the Board of Trustees of the Trust (the “"Trust Board”") may refuse to sell shares of Class K shares of any Designated Portfolio to the Plan or suspend or terminate the offering of shares of Class K Trust shares of any Designated Portfolio to the Plan Series in any jurisdiction, if such action is required by law or by regulatory authorities having jurisdiction or isif, in the sole discretion of the Trust Board acting in good faith and in light of its fiduciary duties under federal Federal and any applicable state laws, suspension or termination is necessary or in the best interests of the Trust or its shareholders of any Series (it being understood that "shareholders" for this purpose shall mean Product Owners and Qualified Participants). 1.22.2. The DistributorTrust shall redeem, as a principal underwriter of at the TrustCompany's request, will sell Class K any full or fractional shares of the Designated Portfolios to the Plan. Purchase Trust held by the Plan of Class K shares of the Designated Portfolios Company on behalf of Plan participants will the Account, such redemptions to be effected by purchase orders made at net asset value in accordance with Section 2.3 of this Agreement. Notwithstanding the foregoing, (i) the Company shall not redeem Trust shares attributable to Contract Owners except in the circumstances permitted in Section 2.7 of this Agreement, and (ii) the Trust may delay redemption of Trust shares of any Series to the extent permitted by the Plan 1940 Act, any rules, regulations or orders thereunder, or as described in the Trust Prospectus. (a) The Trust hereby appoints the Company as its designee for the limited purpose of receiving purchase and redemption requests from the Account based on allocations of net amounts to the Distributor Account or subaccounts thereof under the Contracts and will other transactions relating to the Contracts or the Account. Purchase and redemption requests shall be executed processed by the Distributor on a daily basis Trust at the net asset value per share next calculated after the Trust receives and accepts such request. The Trust shall calculate its net asset value per share at the Trust's close of business on each Business Day (as defined from time to time in the Trust Prospectus, and which as of the Class K Shares next computed after receipt date of execution of this Agreement is the time of the close of regular session trading on the New York Stock Exchange, which is generally 4:00 p.m. Eastern Time). Receipt of any such request on any Business Day by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the Company as designee of the Trust for receipt prior to the Trust's close of purchase orders, and receipt by AXA Equitable business shall not constitute receipt by the Trust on that same Business Day, provided that the Trust receives notice of such request by 10 a.m. Eastern Time on the next following Business Day. (b) The Company shall pay for purposes shares of calculating each Designated Portfolio’s Series on the same day that it notifies the Trust of a purchase request for such shares. Payment for Series shares shall be made in Federal funds transmitted to the Trust by wire to be received by the Trust by 12:00 p.m. Eastern Time on the day the Trust is notified of the purchase request for Series shares (unless the Trust determines and so advises the Company that sufficient proceeds are available from redemption of shares of other Series effected pursuant to redemption requests tendered by the Company on behalf of the Account). If payment in Federal funds for any purchase is not received, or is received by the Trust after 3 p.m. Eastern Time on such Business Day, the Company shall promptly, upon the Trust's request, reimburse the Trust for any charges, costs, fees, interest or other expenses incurred by the Trust in connection with any advances to, or borrowings or overdrafts by, the Trust, or any similar expenses incurred by the Trust, as a result of non-payment or late payment. (c) Payment for Series shares redeemed by the Account or the Company shall be made in Federal funds transmitted by wire to the Company or any other designated person by 3 p.m. Eastern Time on the next Business Day after the Trust is properly notified of the redemption order of Series shares (unless redemption proceeds are to be applied to the purchase of Trust shares of other Series in accordance with Section 2.3(b) of this Agreement), except that (i) if payment of the redemption proceeds would require the Trust to dispose of portfolio securities or otherwise incur additional costs, proceeds shall be wired to the company within seven days and the Trust shall notify the Company of such delay by 3 p.m. Eastern Time on such Business Day; and (ii) the Trust reserves the right to delay payment of redemption proceeds to the extent permitted under Section 22(e) of the 1940 Act; and (iii) the Trust reserves the right to effect payment of redemptions in kind, but only to the extent described in the Trust Prospectus. The Trust shall not bear any responsibility whatsoever for the proper disbursement or crediting of redemption proceeds by the Company; the Company alone shall be responsible for such action. 2.4. The Trust shall use reasonable efforts to make the net asset value per share for each Series available to the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time Company by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption7 p.m. Eastern Time each Business Day, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating in any event, as soon as reasonably practicable after the net asset value per share of any Designated Portfolio. 1.4. All purchases for such Series is calculated, and redemptions of Class K shares of the Designated Portfolios shall be made calculate such net asset value in accordance with the provisions Trust Prospectus. Neither the Trust, any Series, the Investment Adviser, nor any of their affiliates shall be liable for any information provided to the Company pursuant to this Agreement which information is based on incorrect information supplied by the Company or any other Participating Company to the Trust or the Investment Adviser. 2.5. The Trust shall furnish notice to the Company as soon as reasonably practicable of any income dividends or capital gain distributions payable on any Series shares. The Trust shall notify the Company promptly of the most recent number of Series shares so issued as payment of such dividends and distributions. The Company, on its behalf and on behalf of the Account, hereby elects to receive all such dividends and distributions as are payable on any Series shares in the form of additional shares of that Series. The Company reserves the right, on its behalf and on behalf of the Account, to revoke this election and to receive all such dividends in cash. 2.6. Issuance and transfer of Trust prospectus shares shall be by book entry only. Stock certificates will not be issued to the Company or the Account. Purchase and redemption orders for Trust shares shall be recorded in an appropriate ledger for the Class K Account or the appropriate subaccount of the Account. (a) The Company shall invest amounts available for investment under the Contracts in the Series of the Trust specified in Schedule 3 in accordance with allocation instructions received from Contract Owners, it being understood that no changes shall be made to Schedule 3 without the prior written consent of the Trust and the Investment Adviser. The Company may withdraw the Account's investment in the Trust or a Series of the Trust only: (i) as necessary to facilitate Contract Owner requests; (ii) upon a determination by a majority of the Trust Board, or a majority of disinterested Trust Board members, that an irreconcilable material conflict exists among the interests of (x) some or all Product Owners or (y) the interests of some or all of the Participating Insurance Companies and/or Qualified Entities investing in the Trust; or (iii) in the event that the shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay another investment company are substituted for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such series shares in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading terms of the Contracts upon the (x) requisite vote of the Contract Owners having an interest in the affected Series and on which the written consent of the Trust calculates (unless otherwise required by applicable law); (y) upon issuance of an SEC exemptive order pursuant to Section 26(b) of the net asset 1940 Act permitting such substitution; or (z) as may otherwise be permitted under applicable law. (b) The Company shall not, without the prior written consent of the Trust (unless otherwise required by applicable law), take any action to operate the Account as a management investment company under the 1940 Act. (c) The Trust shall not, without the prior written consent of the Company (unless otherwise required by applicable law), take any action to operate the Trust as a unit investment trust under the 1940 Act. (d) The Company shall not, without the prior written consent of the Trust (unless otherwise required by applicable law), solicit, induce or encourage Contract Owners to change or modify the Trust or change the Trust's investment adviser. (e) The Company and the Trust acknowledge that the arrangement contemplated by this Agreement is not exclusive; Trust shares may be sold to other insurance companies; and the cash value of the Contracts may be invested in other investment companies, provided, however, that (a) such other investment company, or series thereof, has investment objectives or policies that are substantially different from the investment objectives and policies of the Trust; or (b) the Company gives the Trust 45 days written notice of its Class K shares pursuant intention to make such other investment company available as a funding vehicle for the Contracts; or (c) such other investment company was available as a funding vehicle for the Contracts prior to the rules date of this Agreement and the SECCompany so informs the Trust prior to the execution of this Agreement; or (d) the Trust consents to the use of such other investment company, such consent not to be unreasonably withheld. 2.8. Payment The Trust shall be sell Trust shares only to Participating Insurance Companies and their separate accounts and to Qualified Entities. The Trust shall not sell Trust shares to any insurance company or separate account unless an agreement complying with Article VII of this Agreement is in federal funds transmitted by wireeffect to govern such sales.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available to the Plan are set forth on Schedule A hereto. The Trust shall make Class K 1A shares of the Designated Portfolios available for purchase by the Plan at the net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K 1A shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “"Board”") may refuse to sell shares of Class K 1A shares of any Designated Portfolio to the Plan or suspend or terminate the offering of shares of Class K 1A shares of any Designated Portfolio to the Plan if such action is required by law or by regulatory authorities or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholders. 1.2. The Distributor, as a principal underwriter of the Trust, will sell Class K 1A shares of the Designated Portfolios to the Plan. Purchase by the Plan of Class K 1A shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K 1A Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s 's net asset value per share for the Class K 1A shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K IA shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K IA shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K 1A shares of the Designated Portfolios shall be made in accordance with the provisions of the most recent Trust prospectus for the Class K 1A shares of the Designated Portfolios (the “"Prospectus”'). 1.5. The Plan shall pay for Class K 1A shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “"Business Day” " shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K 1A shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire.

Sale of Trust Shares. 1.1. 1.1 The Trust and the Distributor agree to sell to the Company those shares of the Designated Portfolios currently made available to that the Plan are set forth Account orders, executing such orders on Schedule A hereto. a daily basis at the net asset value next computed after receipt by a Trust or its designee of the order for the shares of the Designated Portfolios. 1.2 The Trust shall and the Distributor agree to make Class K shares of the Designated Portfolios available for purchase by the Plan Company and the Account at the applicable net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios pursuant to rules of the SEC. The Trust will shall use reasonable efforts to calculate the such net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for tradingtrading unless otherwise permitted by law and in accordance with the Trust’s prospectus. Notwithstanding the foregoing, the Board of Trustees of the a Trust (the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio to the Plan any person, or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio to the Plan Portfolio, if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board Trust acting in good faith and in light of its fiduciary duties under federal and any applicable state lawsfaith, necessary or appropriate in the best interests of the Trust or its shareholdersshareholders of such Designated Portfolio. 1.21.3 The Trust and the Distributor agree that shares of the Designated Portfolios will be sold only to Participating Insurance Companies and their separate accounts, to Qualified Plans, and to other purchasers of the kind permitted under Xxxxx. Reg. Section l.817-5(f)(3) (or any successor provision) and other regulated investment companies the sale of whose shares is similarly limited (hereinafter, collectively, “Other Purchasers”). No shares of any Designated Portfolio will be sold to the general public. The Distributor, as a principal underwriter Company agrees that shares of the Trust, Designated Portfolios will be used only for the purposes of funding the Contracts and the Account listed in Schedule A hereto as it may be amended from time to time by mutual written agreement of the parties. The Trust and the Distributor will not sell Class K shares of the Designated Portfolios to any other Participating Insurance Company separate account unless an agreement containing provisions substantially the Plan. Purchase by the Plan of Class K shares of the Designated Portfolios on behalf of Plan participants will same as Sections 3.4, 3.5, and 3.6 (Sections 3.4, 3.5, and 3.6 shall be effected by purchase orders made by the Plan required to the Distributor extent necessary by applicable law) and will be executed by the Distributor on a daily basis at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes Article VII of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K sharesAgreement is in effect to govern such sales. 1.3. 1.4 The TrustTrust agrees to redeem, at on the request of the PlanCompany’s request, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute Company, executing such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust Company or its designee of a redemption the request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by for redemption, except that the Trust reserves the right to suspend the right of redemption or its designee postpone the date of a payment or satisfaction upon redemption request in good order, unless otherwise permitted under consistent with Section 22(e) of the 1940 Act. For purposes Act and any rules thereunder, and in accordance with the procedures and policies of this Section 1.3, AXA Equitable shall not be considered the designee Trust as described in the then current prospectus. 1.5 The Trust hereby appoints the Company as an agent of the Trust for the limited purpose of receipt of requests purchase and redemption orders on behalf of the Account for redemptionshares of those Designated Portfolios made available hereunder, and receipt by AXA Equitable such agent shall not constitute receipt by the Trust; provided, that the Company receives the order by 4:00 p.m. Eastern time (“Close of Trading”) and the Trust or its designee for purposes receives notice of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made in accordance with the provisions of the most recent Trust prospectus for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased such order by it 9:00 a.m. Eastern time on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereofnext following Business Day. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the its net asset value of its Class K shares pursuant to the rules of the SECSEC and the Trust’s then-current registration statement. Payment shall Such notice may be in federal funds transmitted communicated by wireelectronic transmission (using a mutually agreed upon format) to the office or person(s) designated for such notice by the Trust.

Sale of Trust Shares. 1.1. 1.1 The Designated Portfolios currently made available Trust agrees to sell to the Plan are set forth on Schedule A hereto. The Trust shall make Class K Company those shares of the Designated Portfolios available for purchase Funds which each Account orders (based on orders placed by the Plan at the net asset value per share Contract owners on those days on which the Trust calculates the net asset value per share of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “Board”) may refuse to sell shares of Class K shares of any Designated Portfolio to the Plan or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio to the Plan if such action is required by law or by regulatory authorities or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholders. 1.2. The Distributorthat Business Day, as a principal underwriter of the Trustdefined below), will sell Class K shares of the Designated Portfolios to the Plan. Purchase by the Plan of Class K shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase executing such orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K Shares (and with no sales charges) next computed after receipt by the Trust or its designee of such purchase orderthe order for Shares. For purposes of this Section 1.21.1, AXA Equitable the Company or its agent will not be considered the designee of the Trust for receipt of purchase orders, such orders from each Account and receipt by AXA Equitable shall not such designee will constitute receipt by the Trust; provided that the Trust for purposes receives notice of calculating each Designated Portfolio’s net asset value per share for the Class K sharessuch order in compliance with this Article I of this Agreement. 1.3. 1.2 The Trust, at the request of the Plan, will Trust agrees to redeem for cash or in-kind cash, upon the Company's request, any full or fractional Class K shares of the Designated Portfolios Shares held from time to time by the Plan. The Trust will execute Company (based on orders placed by Contract owners on that Business Day), executing such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt and acceptance by the Trust or its designee agent of a redemption the request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Actfor redemption. For purposes of this Section 1.3Article I, AXA Equitable shall not the Company or its agent will be considered the designee of the Trust for receipt of requests for redemption, redemption from each Account and receipt by AXA Equitable shall not such designee will constitute receipt by the Trust; provided the Trust or its designee receives notice of such requests for purposes redemption in compliance with Article I of calculating the net asset value per share of any Designated Portfoliothis Agreement. 1.41.3 If transactions in Designated Fund Shares are to be settled through the NSCC Trust/SERV system, the following provisions shall apply: (i) Trust/SERV Transactions. All purchases If the parties choose to use the National Securities Clearing Corporations Mutual Fund Settlement, Entry and redemptions of Class K shares of Registration Verification ("Trust/SERV") system, any corrections to a Share's price for the Designated Portfolios shall prior trade date will be made in accordance submitted through the Mutual Fund Profile with the provisions of correct prices and applicable date. If the most recent Trust prospectus corrections are dated later than trade date plus one, a facsimile should be sent in addition to the Mutual Fund Profile submission; or Manual Transactions. If the parties choose not to use Trust/SERV, if there are technical problems with Trust/SERV, or if the parties are not able to transmit or receive information through Trust/SERV, any corrections to a Share's price should be communicated by facsimile or by electronic transmission, and will include for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “Business Day” shall mean any each day on which an adjustment has occurred the New York Stock Exchange is open for trading and on which incorrect Share price, the Trust calculates the net asset value of its Class K shares pursuant correct price, and, to the rules of extent communicated to Shareholders, the SEC. Payment shall be in federal funds transmitted by wirereason for the adjustment. (ii) Purchases and Redemption Orders;

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available Distributor agrees to the Plan are set forth on Schedule A hereto. The Trust shall make Class K sell to each Account those shares of the Designated Portfolios and Classes for which it serves as the Trust's principal underwriter and which each Account orders, executing such orders on a daily basis at the net asset value per share next computed after receipt by the Trust or its designee of the order for the shares of the Designated Portfolios and Classes. [For purposes of this Section 1.1, neither MetLife Insurance nor any Account shall be considered the designee of the Trust for receipt of such purchase orders and receipt by MetLife Insurance] or any Account shall not constitute receipt by the Trust for purposes of calculating each Portfolio's net asset value per share. 1.2. The Trust agrees to make its shares of the Designated Portfolios and Classes available for purchase by the Plan each Account at the applicable net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios and Classes pursuant to rules of the SEC. The Trust will shall use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios and Classes on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “"Board”") may refuse to sell shares of Class K shares of any Designated Portfolio or Class to the Plan any person, or suspend or terminate the offering of shares of any Portfolio or Class K shares of any Designated Portfolio to the Plan thereof, if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust shareholders of such Portfolio or its shareholdersClass thereof. 1.21.3. The Distributor, as a principal underwriter of Trust and the Trust, will sell Class K Distributor agree that shares of the Designated Portfolios and Classes will be sold only to Participating Insurance Companies and/or their separate accounts funding Variable Contracts or to other persons or entities permitted under Section 817 of the Internal Revenue Code of 1986, as amended (the "Code"), or regulations promulgated thereunder. No shares of any Portfolio will be sold to the Plan. Purchase by the Plan of Class K shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made by the Plan general public, except to the Distributor extent permitted under the Code. 1.4. The Trust and will be executed by the Distributor on a daily basis at will not sell Trust shares to any Participating Insurance Company or separate account funding Variable Contracts unless an agreement containing provisions substantially the net asset value same as Articles I, III, V, VII and Section 2.5 of the Class K Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes Article II of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K sharesAgreement is in effect to govern such sales. 1.31.5. The Trust, at the request of the Plan, will Trust agrees to redeem for cash or in-kind kind, at the request of any Account or MetLife Insurance, any full or fractional Class K shares of the Designated Portfolios Trust held from time to time by the PlanAccount or MetLife Insurance. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares per share of the Designated Portfolios in question and Classes next computed after receipt by the Trust or its designee of a redemption the request from the Planfor redemption. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. [For purposes of this Section 1.31.5, AXA Equitable neither MetLife Insurance nor any Account shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable MetLife Insurance or any Account shall not constitute receipt by the Trust or its designee for purposes of calculating the each Portfolio's net asset value per share of any Designated Portfolioshare.] 1.41.6. All MetLife Insurance agrees that purchases and redemptions of Class K shares of the Designated Portfolios and Classes offered by a then-current prospectus of the Trust shall be made in accordance with the provisions of such prospectus. MetLife Insurance agrees that all net amounts available under the most recent Variable Contracts listed on Schedule A attached hereto and incorporated herein by this reference, as such Schedule A may be amended from time to time hereafter by mutual written agreement of all the parties hereto (the "MetLife Insurance Contracts"), shall be invested in the Trust prospectus and in such other investment companies or other investment vehicles advised by the Manager as may be mutually agreed to in writing by the parties hereto, or in MetLife Insurance's general account. In addition, amounts also may be invested in investment companies other than the Trust if: (a) any such other investment company, or series thereof, has investment objectives or policies that are, in the opinion of the Manager, substantially different from the investment objectives and policies of the Portfolios of the Trust in which the Accounts invest; or (b) MetLife Insurance gives the Trust and the Distributor forty-five (45) days written notice of its intention to make such other investment companies available as a funding vehicle for the Class K shares MetLife Insurance Contracts, and no written objection is received by MetLife Insurance; or (c) any such other investment companies were available as a funding vehicle for the MetLife Insurance Contracts prior to the date of this Agreement and MetLife Insurance so informs the Designated Portfolios Trust and Distributor prior to their signing this Agreement (a list of such other investment companies appears on Schedule C to this Agreement); or (d) the “Prospectus”)Trust and the Distributor consent to the use of any such other investment company. 1.51.7. The Plan MetLife Insurance shall pay for Class K shares of Designated Portfolios and Classes thereof purchased by it for the Accounts or its general account on the same business day the Plan makes a on which an order to purchase order for the purchase of such Trust shares is made in accordance with the provisions of Section 1.2 1.1 hereof. “"Business Day” " shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the its net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire. For purposes of Section 2.9 and 2.10, upon receipt by the Trust of the federal funds so wired, such funds shall cease to be the responsibility of MetLife Insurance and shall become the responsibility of the Trust.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available to the Plan are set forth on Schedule A hereto. The Trust shall make Class K IA shares of the Designated Portfolios available for purchase by the Plan at the net asset value per share on those days on which the Trust calculates the net asset value per share of the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K IA shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “"Board”") may refuse to sell shares of Class K IA shares of any Designated Portfolio to the Plan or suspend or terminate the offering of shares of Class K IA shares of any Designated Portfolio to the Plan if such action is required by law or by regulatory authorities or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholders. 1.2. The Distributor, as a principal underwriter of the Trust, will sell Class K IA shares of the Designated Portfolios to the Plan. Purchase by the Plan of Class K IA shares of the Designated Portfolios on behalf of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis at the net asset value of the Class K IA Shares next computed after receipt by the Trust or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s 's net asset value per share for the Class K IA shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K IA shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K IA shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K IA shares of the Designated Portfolios shall be made in accordance with the provisions of the most recent Trust prospectus for the Class K IA shares of the Designated Portfolios (the “"Prospectus”"). 1.5. The Plan shall pay for Class K IA shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “"Business Day” " shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K IA shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available PFD and the Company agree to provide pricing information, execute orders and wire payments for purchases and redemptions of Fund shares as set forth in this Article I until such time as they mutually agree to utilize the National Securities Clearing Corporation ("NSCC"). Upon such mutual agreement, PFD and the Company agree to provide pricing information, execute orders and wire payments for purchases and redemptions of Fund shares through NSCC and its subsidiary systems as set forth in Exhibit I. 1.2. PFD agrees to sell to the Plan Company those Shares which the Accounts order in accordance with the terms of this Agreement (based on orders placed by Contract owners or participants on that Business Day, as defined below) and which are set forth on Schedule A hereto. The Trust shall make Class K shares of the Designated Portfolios available for purchase by the Plan such Accounts. Each such order will be executed on a daily basis at the net asset value next computed after receipt by the Trust or its designee of the order for the Shares. For purposes of this Section 1.2, the Company shall be the designee of the Trust for receipt of such orders from Contract owners or participants and receipt by such designee shall constitute receipt by the Trust; provided that the Trust or its designee receives written (or facsimile) notice of such orders by the time the Trust ordinarily calculates its net asset value as described from time to time in the Trust's prospectus (which as of the date of this Agreement is 4:00 p.m. New York time on such Business Day. "Business Day" shall mean any day on which the New York Stock Exchange, Inc. (the "NYSE") is open for trading and on which the Trust calculates its net asset value pursuant to the rules of the SEC. 1.3. PFD agrees to make the Shares available for purchase at the applicable net asset value per share by the Company and the Accounts on those days on which the Trust calculates the its net asset value per share of in accordance with the Designated Portfolios pursuant to rules of the SEC. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “"Board”") may refuse to sell shares of Class K shares of any Designated Portfolio Shares to the Plan Company and the Accounts, or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio the Shares to the Plan Company and the Accounts if such action is required by law or by regulatory authorities having jurisdiction over PIM, PFD or the Trust or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests interest of the Shareholders of such Portfolio. 1.4. The Trust and PFD will sell Trust shares only to Participating Insurance Companies and Qualified Plans which have agreed to participate in the Trust to fund their Separate Accounts and/or Qualified Plans all in accordance with the requirement of Section 817(h) of the Internal Revenue Code, as amended (the "Code") and the Treasury regulations thereunder. The Company will not resell the Shares except to the Trust or its shareholdersagents. 1.21.5. The DistributorTrust agrees, as a principal underwriter of upon the TrustCompany's request, will sell Class K shares of the Designated Portfolios to the Plan. Purchase redeem for cash, any full or fractional Shares held by the Plan of Class K shares of the Designated Portfolios Accounts (based on behalf of Plan participants will be effected orders placed by purchase orders made by the Plan to the Distributor and will Contract owners on that Business Day). Each such redemption request shall be executed by the Distributor on a daily basis at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase orderthe request for redemption. For purposes of this Section 1.21.5, AXA Equitable will not the Company shall be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, redemption from Contract owners or participants and receipt by AXA Equitable such designee shall not constitute receipt by the Trust; provided that the Trust or its designee receives written (or facsimile) notice of such request for purposes of calculating redemption by the time the Trust ordinarily calculates its net asset value per share as described from time to time in the Trust's prospectus (which as of any Designated Portfoliothe date of this Agreement is 4:00 p.m. New York time on such Business Day). 1.41.6. All purchases and redemptions of Class K shares With respect to payment of the Designated purchase price by the Company and of redemption proceeds by the Trust, the Company and the Trust shall net purchase and redemption orders with respect to each Portfolio and shall transmit one net payment for all of the Portfolios in accordance with Section 1.7 hereof. 1.7. In the event of net purchases, the Company shall be pay for the Shares by 11:00 a.m. New York time on the next Business Day after an order to purchase the Shares is made in accordance with the provisions of the most recent Trust prospectus for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5Section 1.2. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “Business Day” Company shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be transmit all such payments in federal funds transmitted by wire.. If payment in federal funds for any purchase is not received or is received by the Trust after 11:00 a.m. on such Business Day, the Company shall promptly, upon the Trust's request, reimburse the Trust for any charges, costs, fees, interest or other expenses incurred by the Trust in connection with any advances to, or borrowings or overdrafts by, the Trust, or any similar expenses (including the cost of and any loss incurred by the Trust in unwinding any purchase of securities by the Trust) incurred by the Trust as a result of portfolio transactions effected by the Trust based upon such purchase request. In the event of net redemptions, the Trust ordinarily shall pay and transmit the proceeds of redemptions of Shares by 11:00 a.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available Trust agrees to sell to the Plan Company those Shares which the Accounts order (based on orders placed by Policy holders on that Business Day, as defined below) and which are set forth on Schedule A hereto. The Trust shall make Class K shares of the Designated Portfolios available for purchase by the Plan such Accounts, executing such orders on a daily basis at the net asset value next computed after receipt by the Trust or its designee of the order for the Shares. For purposes of this Section 1.1, the Company shall be the designee of the Trust for receipt of such orders from Policy owners and receipt by such designee shall constitute receipt by the Trust; provided that the Trust receives notice of such orders by 9:30 a.m. New York time on the next following Business Day, or such additional time as provided for pursuant to Section 1.9. "Business Day shall mean any day on which the New York Stock Exchange, Inc. (the "NYSE") is open for trading and on which the Trust calculates its net asset value pursuant to the rules of the SEC. 1.2. The Trust agrees to make the Shares available indefinitely for purchase at the applicable net asset value per share by the Company and the Accounts on those days on which the Trust calculates the its net asset value per share of the Designated Portfolios pursuant to rules of the SEC. The SEC and the Trust will use reasonable efforts to shall calculate the such net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange NYSE is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “"Board”") may refuse to sell shares of Class K shares of any Designated Portfolio Shares to the Plan Company and the Accounts, or suspend or terminate the offering of shares of Class K shares of any Designated Portfolio to the Plan Shares if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, necessary in the best interests interest of the Shareholders of such Portfolio. 1.3. The Trust and MFS agree that the Shares will be sold only to insurance companies which have entered into participation agreements with the Trust and MFS (the "Participating Insurance Companies") and their separate accounts, qualified pension and retirement plans and MFS or its affiliates. The Trust and MFS will not sell Trust shares to any insurance company or separate account unless and agreement containing provisions substantially the same as Articles III and VII of this Agreement is in effect to govern such sales. The Company will not resell the Shares except to the Trust or its shareholdersagents. 1.21.4. The DistributorTrust agrees to redeem for cash, as a principal underwriter of on the TrustCompany's request, will sell Class K shares of the Designated Portfolios to the Plan. Purchase any full or fractional Shares held by the Plan of Class K shares of the Designated Portfolios Accounts (based on behalf of Plan participants will be effected orders placed by purchase orders made by the Plan to the Distributor and will be executed by the Distributor Policy holders on that Business Day), executing such requests on a daily basis at the net asset value of the Class K Shares next computed after receipt by the Trust or its designee of such purchase orderthe request for redemption. For purposes of this Section 1.21.4, AXA Equitable will not the Company shall be considered the designee of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, redemption from Policy owners and receipt by AXA Equitable such designee shall not constitute receipt by the Trust; provided that the Trust receives notice of such request for redemption by 9:30 a.m. New York time on the next following Business Day, or its designee such additional time as provided for purposes of calculating the net asset value per share of any Designated Portfoliopursuant to Section 1.9. 1.41.5. All purchases Each purchase, redemption and redemptions of Class K shares exchange order placed by the Company shall be placed separately for each Portfolio and shall not be netted with respect to any Portfolio. However, with respect to payment of the Designated purchase price by the Company and of redemption proceeds by the Trust, the Company and the Trust shall net purchase and redemption orders with respect to each Portfolio and shall transmit one net payment for all of the Portfolios in accordance with Section 1.6. 1.6. In the event of net purchases, the Company shall be pay for the Shares by 2:00 p.m. New York time on the next Business Day after an order to purchase the Shares is made in accordance with the provisions 1.1. hereof. In the event of net redemptions, the Trust shall pay the redemption proceeds by 2:00 p.m. New York time on the next Business Day after an order to redeem the shares is made in accordance with the provisions of the most recent Trust prospectus for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5Section 1.4. The Plan shall pay for Class K shares of Designated Portfolios purchased by it on the same business day the Plan makes a purchase order for the purchase of hereof All such shares in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K shares pursuant to the rules of the SEC. Payment payments shall be in federal funds transmitted by wire. 1.7. Issuance and transfer of the Shares will be by book entry only. Stock certificates will not be issued to the Company or the Accounts. The Shares ordered from the Trust will be recorded in an appropriate title for the Accounts or the appropriate subaccounts of the Accounts. 1.8. The Trust shall furnish same day notice (by wire or telephone followed by written confirmation) to the Company of any dividends or capital gain distributions payable on the Shares. The Company hereby elects to receive all such dividends and distributions as are payable on a Portfolio's Shares in additional Shares of that Portfolio. The Trust shall notify the Company of the number of Shares so issued as payment of such dividends and distributions. 1.9. The Trust or its custodian shall make the net asset value per share for each Portfolio available to the Company on each Business Day as soon as reasonably practical after the net asset value per share is calculated and shall use its best efforts to make such net asset value per share available by 6:30 p.m. New York time. In the event that the Trust is unable to meet the 6:30 p.m. time stated herein, it shall provide additional time for the Company to place orders for the purchase and redemption of Shares pursuant to Sections 1.1 and 1.4, respectively. Such additional time shall be equal to the additional time which the Trust takes to make the net asset value available to the Company. If the Trust provides materially incorrect share net asset value information, the Trust shall make an adjustment to the number of shares purchased or redeemed for the Accounts to reflect the correct net asset value per share. Any material error in the calculation or reporting of net asset value per share, dividend or capital gains information shall be reported promptly upon discovery to the Company.

Sale of Trust Shares. 1.1. The Designated Portfolios currently made available to the Plan are set forth on Schedule A hereto. 1.1 The Trust shall make Class K shares Shares of its Portfolios listed on Schedule B available to the Designated Portfolios available for purchase by the Plan Accounts at the net asset value per share on those days on which next computed after receipt of such purchase order by the Trust calculates (or its agent), as established in accordance with the net asset value per share provisions of the Designated Portfolios pursuant to rules then current prospectus of the SECTrust. A Portfolio in which an Account invests shall become a "Designated Portfolio" hereunder as of the date an Account first invests in such Portfolio. Shares of a particular Designated Portfolio of the Trust shall be ordered in such quantities and at such times as determined by the Company to be necessary to meet the requirements of the Contracts. The Trust will use reasonable efforts to calculate the net asset value per share of Class K shares of the Designated Portfolios on each day on which the New York Stock Exchange is open for trading. Notwithstanding the foregoing, the Board of Trustees of the Trust (the “Board”"Trustees") may refuse to sell shares of Class K shares Shares of any Designated Portfolio to the Plan any person, or suspend or terminate the offering of shares of Class K shares Shares of any Designated Portfolio to the Plan if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the Board Trustees acting in good faith and in light of its their fiduciary duties under federal and any applicable state laws, necessary in the best interests of the Trust or its shareholders. 1.2shareholders of such Designated Portfolio. The Distributor, as a principal underwriter With respect to payment of purchase price by the Company and of redemption proceeds by the Trust, the Company and the Trust shall remit gross purchase and sale orders with respect to each Designated Portfolio and shall transmit one net payment per Designated Portfolio in accordance with the provisions of this Article I. 1.2 The Trust will sell Class K shares redeem any full or fractional Shares of the any Designated Portfolios to the Plan. Purchase Portfolio when requested by the Plan of Class K shares of the Designated Portfolios Company on behalf of Plan participants will be effected by purchase orders made by the Plan to the Distributor and will be executed by the Distributor on a daily basis an Account at the net asset value of the Class K Shares next computed after receipt by the Trust (or its designee of such purchase order. For purposes of this Section 1.2, AXA Equitable will not be considered the designee agent) of the Trust for receipt of purchase orders, and receipt by AXA Equitable shall not constitute receipt by the Trust for purposes of calculating each Designated Portfolio’s net asset value per share for the Class K shares. 1.3. The Trust, at the request of the Plan, will redeem for cash or in-kind any full or fractional Class K shares of the Designated Portfolios held from time to time by the Plan. The Trust will execute such requests on a daily basis at the net asset value of the Class K shares of the Designated Portfolios in question next computed after receipt by the Trust or its designee of a redemption request from the Plan. All redemptions requests will be processed and payment with respect thereto normally will be made within seven (7) days after receipt by the Trust or its designee of a redemption request in good order, unless otherwise permitted under the 1940 Act. For purposes of this Section 1.3, AXA Equitable shall not be considered the designee of the Trust for receipt of requests for redemption, and receipt by AXA Equitable shall not constitute receipt by the Trust or its designee for purposes of calculating the net asset value per share of any Designated Portfolio. 1.4. All purchases and redemptions of Class K shares of the Designated Portfolios shall be made as established in accordance with the provisions of the most recent Trust then current prospectus for the Class K shares of the Designated Portfolios (the “Prospectus”). 1.5Trust. The Plan Trust shall pay make payment for Class K shares of Designated Portfolios purchased such Shares in the manner established from time to time by it on the same business day Trust, but in no event shall payment be delayed for a greater period than is permitted by the Plan makes a purchase order for the purchase of such shares in accordance with Section 1.2 hereof. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which the Trust calculates the net asset value of its Class K shares pursuant to the rules of the SEC. Payment shall be in federal funds transmitted by wire0000 Xxx.