Exhibit 3(i)
AMENDMENT TO PARTICIPATION AGREEMENT
This AMENDMENT TO PARTICIPATION AGREEMENT (the "Amendment") is made and
entered into as of this ___ day of March, 2006, by and among THE OHIO NATIONAL
LIFE INSURANCE COMPANY (the "Company"), on its own behalf and on behalf of each
separate account of the Company identified in the Participation Agreement (as
defined below), THE UNIVERSAL INSTITUTIONAL FUNDS, INC. (the "Fund") and XXXXXX
XXXXXXX INVESTMENT MANAGEMENT INC. (the "Adviser").
WHEREAS, the Fund has entered into a participation agreement with the
Company, dated May 1, 2003, as may be amended from time to time (the
"Participation Agreement"), providing for the purchase by the Company of shares
of certain series of the Fund ("Portfolios") on behalf of its separate
account(s) to fund certain variable life and annuity contracts, each as
specified in the Participation Agreement;
WHEREAS, the Company, the Fund and the Adviser wish to make Class II
shares of the Portfolios of the Fund identified on Schedule B hereto available
under the Participation Agreement; and
WHEREAS, the Company, the Fund and the Adviser wish to amend the
Participation Agreement in certain respects.
NOW, THEREFORE, in consideration of their mutual promises, and other
good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the Company, the Fund and the Adviser agree to amend the
Participation Agreement as follows:
1. Schedule B of the Participation Agreement is deleted and replaced in
its entirety with the attached Schedule B.
2. All references in the Participation Agreement to "shares" of a
Portfolio shall mean the class or classes of shares specifically identified on
Schedule B.
3. Except as provided herein, the Participation Agreement shall remain
in full force and effect. This Amendment and the Participation Agreement, as
amended, constitute the entire agreement between the parties hereto pertaining
to the subject matter hereof and fully supersede any and all prior agreements or
understandings between the parties hereto pertaining to the subject matter
hereof. In the event of any conflict between the terms of this Amendment and the
Participation Agreement, the terms of this Amendment shall control.
4. This Amendment may be amended only by written instrument executed by
each party hereto.
5. This Amendment shall be effective as of [______, 2006].
IN WITNESS WHEREOF, each of the parties hereto has caused this
Amendment to be executed in its name and on its behalf by its duly authorized
representative and its seal hereunder affixed hereto as of the date specified
above.
THE OHIO NATIONAL LIFE INSURANCE COMPANY
By: _______________________________
Name:
Title:
THE UNIVERSAL INSTITUTIONAL FUNDS, INC.
By: _______________________________
Name: Xxxxxx X. Xxxxxxx
Title: President
XXXXXX XXXXXXX INVESTMENT MANAGEMENT INC.
By: _______________________________
Name: Xxxxxx X. Xxxxxxx
Title: Managing Director
SCHEDULE B
PORTFOLIOS OF THE UNIVERSAL INSTITUTIONAL
FUNDS, INC. AVAILABLE UNDER THIS AGREEMENT
Class I Shares
Core Plus Fixed Income Portfolio -- Class I Shares
Emerging Markets Debt Portfolio -- Class I Shares
U.S. Real Estate Portfolio -- Class I Shares
Value Portfolio -- Class I Shares
Class II Shares
Core Plus Fixed Income Portfolio -- Class II Shares
Equity Growth Portfolio -- Class II Shares
International Growth Equity Portfolio -- Class II Shares
U.S. Real Estate Portfolio -- Class II Shares
B-1