Amendment to Participation Agreement As of June 25, 2021 by and among Franklin Templeton Variable Insurance Products Trust Franklin/Templeton Distributors, Inc. Legg Mason Investor Services, LLC Massachusetts Mutual Life Insurance Company
Item 30. Exhibit (h) i. i. 1. x.
Amendment to Participation Agreement
As of June 25, 2021 by and among
Franklin Xxxxxxxxx Variable Insurance Products Trust
Franklin/Xxxxxxxxx Distributors, Inc.
Xxxx Xxxxx Investor Services, LLC
Massachusetts Mutual Life Insurance Company
C.M. Life Insurance Company
MML Bay State Life Insurance Company
This Amendment (“Amendment”) to the Participation Agreement by and among Xxxxxxxx Xxxxxxxxx Variable Insurance Products Trust (the “Trust”), Franklin/Xxxxxxxxx Distributors, Inc., a New York Corporation (“FTDI” and together with the Trust, “we,” “our,” or “us”), and Massachusetts Mutual Life Insurance Company, C.M. Life Insurance Company and MML Bay State Life Insurance Company (each, the “Company,” “you” or “your”), each Company on its own behalf and on behalf of certain of its Accounts, is made as of June 25, 2021, by and among the Trust, FTDI, each Company, and Xxxx Xxxxx Investor Services, LLC, a registered broker dealer and affiliate of FTDI (“LMIS”, and together with the Trust, FTDI, and each Company, the “Parties”). Unless otherwise indicated, the terms defined in the Participation Agreement shall have the same meaning in this Amendment.
RECITALS
WHEREAS, on July 31, 2020, Franklin Resources, Inc. (“FRI”), the parent company of FTDI, acquired Xxxx Xxxxx, Inc., the parent company of LMIS, which resulted in LMIS becoming an indirect wholly owned subsidiary of FRI; and
WHEREAS, in connection with an internal reorganization (the “Reorganization”), FTDI will be merged into LMIS, as a consequence of which LMIS, as the surviving entity, will assume all of FTDI’s rights and obligations under the Participation Agreement by operation of law; and
WHEREAS, the Reorganization will take place in two phases, involving (1) a redomestication and change of name transaction, in which FTDI will become a Delaware limited liability company under the name of Franklin Xxxxxxxxx Distributors, LLC (“FTD LLC”) followed by (2) the merger of FTD LLC into LMIS; and
WHEREAS, upon the closing of the Reorganization, LMIS will be renamed Franklin Distributors, LLC (“FD LLC”); and
WHEREAS, the Participation Agreement currently defines the term “Underwriter” to refer to FTDI.
NOW THEREFORE, in consideration of these premises and the terms and conditions set forth herein, the Parties agree as follows:
1. | Underwriter. Upon the closing of the Reorganization, the term Underwriter, as used in the Participation Agreement, shall refer to FD LLC; the terms “we,” “our,” and “us” shall refer to the Trust together with FD LLC. |
2. | Continuation of Participation Agreement. Except as stated in Section 1 of this Amendment with respect to references to the Underwriter, the Participation Agreement, including all representations, warranties, terms, covenants and conditions and all Schedules thereto, shall continue to be in full force and effect. |
IN WITNESS WHEREOF, each of the Parties has caused their duly authorized officer to execute this Amendment.
Franklin Xxxxxxxxx Variable Insurance Products Trust
By: | /s/ Xxxxxx Xxxx | |
Name: | Xxxxxx Xxxx | |
Title: | Vice President |
Franklin/Xxxxxxxxx Distributors, Inc.
By: | /s/ Xxxxxxx Xxxxx | |
Name: | Xxxxxxx Xxxxx | |
Title: | President |
Xxxx Xxxxx Investor Services, LLC
By: | /s/ Xxxxxx X’Xxxx | |
Name: | Xxxxxx X’Xxxx | |
Title: | COO, U.S. Distribution |
Massachusetts Mutual Life Insurance Co.
By: | /s/ Xxxxxx Xxxxxxxxxxx | |
Name: | Xxxxxx Xxxxxxxxxxx | |
Title: | Head of Annuity Product |
C.M. Life Insurance Company
By: | /s/ Xxxxxx Xxxxxxxxxxx | |
Name: | Xxxxxx Xxxxxxxxxxx | |
Title: | Head of Annuity Product |
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MML Bay State Life Insurance Company
By: | /s/ Xxxxxx Xxxxxxxxxxx | |
Name: | Xxxxxx Xxxxxxxxxxx | |
Title: | Head of Annuity Product |
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