EXHIBIT (8)(BBB)
AMENDMENT NO. 1 TO PARTICIPATION AGREEMENT
BETWEEN XXXXX XXXXX MUTUAL FUNDS TRUST, XXXXX XXXXX DISTRIBUTORS, INC.
AND ML LIFE INSURANCE COMPANY OF NEW YORK
THIS AMENDMENT, effective as of May 1, 2007, by and among Xxxxx Xxxxx
Mutual Funds Trust, a Massachusetts business trust, (the "Trust") and Xxxxx
Xxxxx Distributors, Inc., a Massachusetts company (the "Underwriter") and ML
Life Insurance Company of New York, a New York life insurance company (the
"Company");
WITNESSETH:
WHEREAS, the Trust, the Underwriter and the Company heretofore entered
into a Participation Agreement dated March 1, 2005, (the "Agreement"), with
regard to separate accounts established for variable life insurance and/or
variable annuity contracts offered by the Company; and
WHEREAS, the Trust, the Underwriter, and the Company desire to amend
Schedule B to the Agreement in accordance with the terms of the Agreement.
NOW, THEREFORE, in consideration of the above premises, the Trust, the
Underwriter and the Company hereby agree:
1. Amendment.
(a) Schedule B to the Agreement is amended in its entirety and is
replaced by the Schedule B attached hereto;
(b) Article X Notices of the Agreement is hereby amended as
follows:
If to the Company: Xxxxx X. Xxxxxxxx, Esquire
Senior Vice President & General Counsel
1700 Xxxxxxx Xxxxx Drive, 3rd Floor
Xxxxxxxxxx, New Jersey 08534
2. Effectiveness. This amended Agreement shall be effective as of the
date first above written.
3. Continuation. Except as set forth above, the Agreement shall remain
in full force and effective in accordance with its terms.
4. Counterparts. This Amendment may be executed in one or more
counterparts, each of which shall be deemed to be an original.
(Signatures located on following page)
IN WITNESS WHEREOF, the Trust, the Underwriter and the Company have caused
the Amendment to be executed by their duly authorized officers effective as of
the day and year first above written.
XXXXX XXXXX MUTUAL ML LIFE INSURANCE COMPANY
FUNDS TRUST OF NEW YORK
By: _________________________________ By: __________________________________
Name: _______________________________ Name: Xxxxxx Xxxxxxxxx
Title: ______________________________ Title: Vice President & Senior Counsel
Date: _______________________________ Date: ________________________________
XXXXX XXXXX DISTRIBUTORS, INC.
By: _________________________________
Name: _______________________________
Title: ______________________________
Date: _______________________________
Schedule B
FUNDS AVAILABLE UNDER THE CONTRACTS
Xxxxx Xxxxx Floating-Rate Fund -- Class A Shares
Xxxxx Xxxxx Large Cap Value Fund -- Class A Shares
SEPARATE ACCOUNTS UTILIZING THE FUNDS
ML of New York Variable Annuity Separate Account D
CONTRACTS FUNDED BY THE SEPARATE ACCOUNTS
Xxxxxxx Xxxxx Investor ChoiceSM Annuity -- XXX Series
As of May 1, 2007
