Amendment No. 6 to Participation Agreement
Item 30. Exhibit (h) i. j. 1. vii.
Amendment No. 6 to Participation Agreement
Franklin Xxxxxxxxx Variable Insurance Products Trust
Franklin/Xxxxxxxxx Distributors, Inc.
Massachusetts Mutual Life Insurance Company
C.M. Life Insurance Company
MML Distributors, LLC
Franklin Xxxxxxxxx Variable Insurance Products Trust (the “Trust”), Franklin/Xxxxxxxxx Distributors, Inc. (the
“Underwriter,” and together with the Trust, “we” or “us”), Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company (together the “Company”), and MML Distributors, LLC, (“MMLD”), your distributor, (the Company and MMLD collectively
referred to as “you” or “your”) on your behalf and on behalf of certain Accounts, (individually a “Party”, collectively, the “Parties”) have previously entered into a Participation Agreement dated May 1, 2000 and subsequently amended April 15,
2001, May 1, 2003, June 5, 2007, October 25, 2010, January 15, 2013, and further modified by an addendum dated March 20, 2012 (the “Agreement”). The Parties now desire to amend the Agreement by this amendment (the “Amendment”). Unless otherwise
indicated, the terms defined in the Agreement shall have the same meaning in this Amendment.
WHEREAS, the Company’s affiliate, MML Strategic Distributors, LLC (“MSD”) replaced MMLD as the principal
underwriter/distributor for the Company effective as of April 1, 2014;
WHEREAS, the Parties wish to amend the Agreement to reflect the change of distributor for the Company and update
Schedules of the Agreement.
A M E N D M E N T
For good and valuable consideration, the receipt of which is hereby acknowledged, the Parties agree to amend the
Agreement as follows:
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1.
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MML Strategic Distributors, LLC (“MSD”), as the principal underwriter/distributor for the Company, is hereby added as a Party to the Agreement.
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2.
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MMLD is removed as a Party to the Agreement and all references in the Agreement to the term “Distributor” are replaced with “MSD”.
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3.
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Schedules A, B, C and G of the Agreement are deleted and replaced in their entirety with the Schedules A, B, C and G attached hereto, respectively.
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4.
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All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
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IN WITNESS WHEREOF, each of the Parties has caused its duly authorized officers to execute this Amendment as of August 6, 2014.
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The Trust:
Only on behalf of
each Portfolio listed
on Schedule C of
the Agreement.
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FRANKLIN XXXXXXXXX VARIABLE INSURANCE PRODUCTS TRUST
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By:
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/s/ Xxxxx X. Xxxxxxxx
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Name:
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Xxxxx X. Xxxxxxxx
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Title:
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Vice President
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The Underwriter:
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FRANKLIN/XXXXXXXXX DISTRIBUTORS, INC.
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By:
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/s/ Xxxxxxxxxxx Xxxxxxxx
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Name:
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Xxxxxxxxxxx Xxxxxxxx
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Title:
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Vice President
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The Company:
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MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
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By:
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/s/ Xxxxxxx X. Xxxxx
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Name:
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Xxxxxxx X. Xxxxx
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Title:
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Vice President
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C.M. LIFE INSURANCE COMPANY
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By:
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/s/ Xxxxxxx X. Xxxxx
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Name:
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Xxxxxxx X. Xxxxx
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Title:
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Vice President
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The Distributor for the Company:
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MML STRATEGIC DISTRIBUTORS, LLC
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By:
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/s/ Xxxxx Xxxxxx
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Name:
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Xxxxx Xxxxxx
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Title:
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President
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Former Distributor for the Company:
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MML DISTRIBUTORS, LLC
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By:
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/s/ Xxxxxxx Xxxxxx
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Name:
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Xxxxxxx Xxxxxx
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Title:
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Senior Vice President
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Schedule A
The Company and Its Distributor
THE COMPANY
Massachusetts Mutual Life Insurance Company
0000 Xxxxx Xxxxxx
Xxxxxxxxxxx, Xxxxxxxxxxxxx 00000
A life insurance company organized under Massachusetts law.
C.M. Life Insurance Company
0000 Xxxxx Xxxxxx
Xxxxxxxxxxx, Xxxxxxxxxxxxx 00000
A life insurance company organized under Connecticut law.
MML Strategic Distributors, LLC
0000 Xxxxx Xxxxxx
Xxxxxxxxxxx, Xxxxxxxxxxxxx 00000
A limited liability company organized under Delaware law.
Schedule B
Accounts of the Company
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Name of Account
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SEC Registration
Yes/No
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C.M. Life Variable Life Separate Account I
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Yes
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Massachusetts Mutual Variable Life Separate Account I
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Yes
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Schedule C
Available Portfolios and Classes of Shares of the Trust
Franklin Small Cap Value VIP Fund - Class 2
Xxxxxxxxx Foreign VIP Fund - Class 2
In addition to portfolios and classes of shares listed above, any additional Portfolios and classes of shares other than Class 3 shares are
included in this Schedule C listing provided that:
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(1)
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the General Counsel of Franklin Xxxxxxxxx Investments receives from a person authorized by you a written notice in the form attached (which may be
electronic mail or sent by electronic mail) (“Notice”) identifying this Agreement as provided in the Notice and specifying: (i) the names and classes of shares of additional Portfolios that you propose to offer as investment options of the
Separate Accounts under the Contracts; and (ii) the date that you propose to begin offering Separate Account interests investing in the additional Portfolios under the Contracts; and
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(2)
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we do not within ten (10) Business Days following receipt of the Notice send you a writing (which may be electronic mail) objecting to your offering
such Separate Accounts investing in the additional Portfolios and classes of shares under the Contracts.
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Provided that we do not object as provided above, your Notice shall amend, supplement and become a part of this Schedule C and the
Agreement.
FORM OF NOTICE PURSUANT TO SCHEDULE C OF PARTICIPATION AGREEMENT
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To:
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General Counsel c/o
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Xxxxx Xxx (Xxxx@xxx.xxx;) or Xxxxx Xxxxxxxx (xxxxxxx@xxx.xxx)
Fax: 000 000-0000
Franklin Xxxxxxxxx Investments
0 Xxxxxxxx Xxxxxxx,
Xxxx. 000, 0xx Xxxxx
Xxx Xxxxx, XX 00000
With respect to the following agreement(s) (collectively, the “Agreement”)
(please reproduce and complete table for multiple agreements):
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Date of Participation Agreement:
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Insurance Company(ies):
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Insurance Company Distributor(s):
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As provided by Schedule C of the Agreement, this Notice proposes to Franklin Xxxxxxxxx Variable Insurance Products Trust, and
Franklin/Xxxxxxxxx Distributors, Inc. the addition as of the offering date(s) listed below of the following Portfolios as additional investment options listed on Schedule C:
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Names and Classes of Shares of Additional Portfolios
Listing of current classes for your reference:
Class 1 (no 12b-1 fee);
Class 2 (12b-1 fee of 25 bps);
Class 4 (12b-1 fee of 35 bps); or
Class 5 (12b-1 fee of 10 bps).
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Offering Date(s)
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Name and title of authorized person of insurance company:
Contact Information:
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Schedule G
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Addresses for Notices
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To the Company:
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Massachusetts Mutual Life Insurance Company, or
C.M. Life Insurance Company
0000 Xxxxx Xxxxxx
Xxxxxxxxxxx, XX 00000-0000
Attention: Office of the General Counsel
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To the Distributor for the Company:
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MML Strategic Distributors, LLC
0000 Xxxxx Xxxxxx
Xxxxxxxxxxx, XX 00000-0000
Attention: Chief Legal Officer
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To the Trust:
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Franklin Xxxxxxxxx Variable Insurance Products Trust
Xxx Xxxxxxxx Xxxxxxx, Xxxx. 000 0xx Xxxxx
Xxx Xxxxx, Xxxxxxxxxx 00000
Attention: Xxxxx X. Xxxxxxxx, Vice President
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To the Underwriter:
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Franklin/Xxxxxxxxx Distributors, Inc.
000 Xxxxxxxx Xxxxxxx, Xxxx. 000 0xx Xxxxx
Xx. Xxxxxxxxxx, XX 00000
Attention: Xxxxx Xxxxx, President
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If to the Trust or Underwriter
with a copy to:
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Franklin Xxxxxxxxx Xxxxxxxxxxx
Xxx Xxxxxxxx Xxxxxxx, Xxxx. 000 0xx Xxxxx
Xxx Xxxxx, Xxxxxxxxxx 00000
Attention: General Counsel
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