THIRD AMENDMENT TO PARTICIPATION AGREEMENT Among And MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY And And
Exhibit H(17)
THIRD AMENDMENT TO PARTICIPATION AGREEMENT
Among
And
MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
And
MML BAY STATE LIFE INSURANCE COMPANY
And
C.M. LIFE INSURANCE COMPANY
THIS AMENDMENT dated [April 9], 2010 amends the Participation Agreement entered into as of 17th day of November, 2005, as amended to date, (the “Agreement”) by and among Massachusetts Mutual Life Insurance Company, MML Bay State Life Insurance Company, C.M. Life Insurance Company, each on their own behalf and on behalf of each segregated asset account of each insurance company, and MML Series Investment Fund.
For good and valuable consideration, the receipt of which is hereby acknowledged, the parties agree to amend the Agreement as follows:
The following Recital is hereby added:
WHEREAS, MML Trust has obtained an order from the Securities and Exchange Commission, dated September 15, 2009 (File No. 812-13611) granting Companies and variable annuity and variable life insurance separate accounts exemptions from the provisions of sections 9(a), 13(a), 15(a), and 15(b) of the Investment Company Act of 1940, as amended, (hereinafter the “1940 Act”) and Rules 6e-2(b)(15) and 6e-3(T)(b)(15) thereunder, to the extent necessary to permit shares of the Funds to be sold to and held by variable annuity and variable life insurance separate accounts of affiliated and non-affiliated life insurance companies (hereinafter the “Mixed and Shared Funding Exemptive Order”); and
The last sentence in Article V, Section 5.2 is hereby replaced by the following:
“MML Trust shall not be responsible for the costs of printing or distributing any materials to Contract owners, except as provided in Article III, Section 3.1 above or in Article V, Section 5.3 below.”
The following section is hereby added to Article VII:
7.8 Each Company, at least annually and more frequently if deemed appropriate by the MML Trust Board, shall provide to the MML Trust Board such reports, materials or data as the MML Trust Board reasonably may request so that the Board may fully carry out the obligations imposed upon it by the conditions contained in the Mixed and Shared Funding Exemptive Order application.
Page 1 of 5
Schedule A of the Agreement is deleted in its entirety and replaced with Schedule A attached hereto.
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have hereunto affixed their respective authorized signatures as of the date set forth above.
| MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY: | MML SERIES INVESTMENT FUND | |||||
| By its authorized officer | By its authorized officer | |||||
| By: | /s/ Xxxxxxx X. Xxxxx | By: | /s/ Xxxxxxx X. Xxxxx | |||
| Print Name: | Xxxxxxx X. Xxxxx | Print Name: | Xxxxxxx X. Xxxxx | |||
| Title: | Vice President | Title: | President | |||
| MML BAY STATE LIFE INSURANCE COMPANY: | C.M. LIFE INSURANCE COMPANY | |||||
| By its authorized officer | By its authorized officer | |||||
| By: | /s/ Xxxxxxx X. Xxxxx | By: | /s/ Xxxxxxx X. Xxxxx | |||
| Print Name: | Xxxxxxx X. Xxxxx | Print Name: | Xxxxxxx X. Xxxxx | |||
| Title: | Vice President | Title: | Vice President | |||
Page 2 of 5
Schedule A
| Separate Account |
Date Established |
LOB
Separate Accounts |
||||
| Massachusetts Mutual Variable Annuity Separate Account 4 | July 9, 1997 | VA | ||||
| • MML Aggressive Allocation Fund • MML American Funds Core Allocation Fund • MML American Funds Growth Fund • MML American Funds International Fund • MML Asset Allocation Fund • MML Balanced Allocation Fund • MML Blue Chip Growth Fund • MML Concentrated Growth Fund • MML Conservative Allocation Fund • MML Emerging Growth Fund • MML Equity Income Fund • MML Equity Index Fund • MML Foreign Fund • MML Global Fund • MML Growth Allocation Fund • MML Growth & Income Fund • MML Income & Growth Fund • MML Large Cap Growth Fund • MML Large Cap Value Fund • MML Mid Cap Growth Fund • MML Mid Cap Value Fund • MML Moderate Allocation Fund • MML NASDAQ-100® Fund • MML Small Cap Growth Equity Fund • MML Small Cap Index Fund • MML Small Company Value Fund • MML Small/Mid Cap Value Fund |
||||||
Page 3 of 5
Schedule A (continued)
| Separate Account |
Date Established |
LOB
Separate Accounts |
||||
| C.M. Multi-Account A | August 3, 1994 | VA | ||||
| • MML Aggressive Allocation Fund • MML American Funds® Core Allocation Fund • MML American Funds® Growth Fund • MML American Funds® International Fund • MML Asset Allocation Fund • MML Balanced Allocation Fund • MML Blue Chip Growth Fund • MML Concentrated Growth Fund • MML Conservative Allocation Fund • MML Emerging Growth Fund • MML Equity Income Fund • MML Equity Index Fund • MML Foreign Fund • MML Global Fund • MML Growth Allocation Fund • MML Growth & Income Fund • MML Income & Growth Fund • MML Large Cap Growth Fund • MML Large Cap Value Fund • MML Mid Cap Growth Fund • MML Mid Cap Value Fund • MML Moderate Allocation Fund • MML NASDAQ-100® Fund • MML Small Cap Growth Equity Fund • MML Small Cap Index Fund • MML Small Company Value Fund • MML Small/Mid Cap Value Fund |
||||||
| Panorama Separate Account • MML Equity Index Fund • MML NASDAQ-100® Fund • MML Small Cap Index Fund |
June 23, 1981 | VA | ||||
| Panorama Plus Separate Account | September 25, 1991 | VA | ||||
| • MML Income & Growth Fund • MML Mid Cap Growth Fund |
||||||
Page 4 of 5
Schedule A (continued)
| Separate Account |
Date Established |
LOB Separate Accounts | ||
| Massachusetts Mutual Variable Life Separate Account I | July 13, 1988 | VL | ||
| • MML Aggressive Allocation Fund • MML Asset Allocation fund • MML Balanced Allocation Fund • MML Blue Chip Growth Fund • MML Concentrated Growth Fund • MML Conservative Allocation Fund • MML Emerging Growth Fund • MML Equity Income Fund • MML Equity Index Fund • MML Foreign Fund • MML Global Fund • MML Growth & Income Fund • MML Growth Allocation Fund • MML Income & Growth Fund • MML Large Cap Value Fund • MML Mid Cap Growth Fund • MML Mid Cap Value Fund • MML Moderate Allocation Fund • MML NASDAQ-100® Fund • MML Small Cap Growth Equity Fund • MML Small Cap Index Fund • MML Small/Mid Cap Value Fund |
||||
| Massachusetts Mutual Variable Life Separate Account III | Feb. 12, 2000 | VL | ||
| • MML Blue Chip Growth Fund • MML Emerging Growth Fund • MML Equity Index Fund • MML Large Cap Value Fund • MML Small Cap Growth Equity Fund |
||||
| C.M. Life Variable Life Separate Account I | Feb. 2, 1995 | VL | ||
| • MML Blue Chip Growth Fund • MML Emerging Growth Fund • MML Equity Index Fund • MML Large Cap Value Fund • MML NASDAQ-100® Fund • MML Small Cap Growth Equity Fund |
||||
| MML Bay State Variable Life Separate Account I | June 9, 1982 | VL | ||
| • MML Equity Index Fund |
||||
| MML Bay State Variable Life Separate Account II | Nov. 22, 1988 | VL | ||
| • MML Equity Index Fund |
||||
Page 5 of 5
