THIRD AMENDMENT TO PARTICIPATION AGREEMENT Among And MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY And And
Exhibit 26 (h.) i. e. e2
THIRD AMENDMENT TO PARTICIPATION AGREEMENT
Among
MML SERIES INVESTMENT FUND II
And
MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
And
MML BAY STATE LIFE INSURANCE COMPANY
And
C.M. LIFE INSURANCE COMPANY
THIS AMENDMENT dated as of 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 II.
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.
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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 II | |||||
| 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 | |||
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Schedule A
MML Series Investment Fund II
| Separate Account |
Date Established |
LOB Separate Accounts | ||
| Massachusetts Mutual Variable Annuity Separate Account 4 | July 9, 1997 | VA | ||
| • MML Blend Fund • MML China Fund • MML Enhanced Index Core Equity Fund • MML Equity Fund • MML Inflation-Protected and Income Fund • MML Managed Bond Fund • MML Money Market Fund • MML Small Cap Equity Fund • MML Strategic Emerging Markets Fund |
||||
| C.M. Multi-Account A | August 3, 1994 | VA | ||
| • MML Blend Fund • MML China Fund • MML Enhanced Index Core Equity Fund • MML Equity Fund • MML Inflation-Protected and Income Fund • MML Managed Bond Fund • MML Money Market Fund • MML Small Cap Equity Fund • MML Strategic Emerging Markets Fund |
||||
| Panorama Separate Account | June 23, 1981 | VA | ||
| • MML Managed Bond Fund • MML Small Cap Equity |
||||
| Panorama Plus Separate Account | Sept. 25, 1991 | VA | ||
| • MML Managed Bond Fund |
||||
| Massachusetts Mutual Variable Annuity Separate Account 1 | April 3, 1981 | VA | ||
| • MML Blend Fund • MML Equity Fund • MML Managed Bond Fund • MML Money Market Fund |
||||
| Massachusetts Mutual Variable Annuity Separate Account 2 | Oct. 14, 1981 | VA | ||
| • MML Blend Fund • MML Equity Fund • MML Managed Bond Fund • MML Money Market Fund |
||||
| Massachusetts Mutual Variable Annuity Separate Account 3 | Jan. 14, 1994 | VA | ||
| • MML Blend Fund • MML Equity Fund • MML Managed Bond Fund • MML Money Market Fund |
||||
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Schedule A (continued)
MML Series Investment Fund II
| Separate Account |
Date Established |
LOB Separate Accounts | ||
| MML Bay State Variable Annuity Separate Account 1 | Jan 14, 1994 | VA | ||
| • MML Blend Fund • MML Equity Fund • MML Managed Bond Fund • MML Money Market Fund |
||||
| Massachusetts Mutual Variable Annuity Fund 1 | April 24, 1968 | VA | ||
| • MML Equity Fund |
||||
| Massachusetts Mutual Variable Annuity Fund 2 | May 12, 1971 | VA | ||
| • MML Equity Fund |
||||
| Massachusetts Mutual Variable Life Separate Account I | July 13, 1998 | VL | ||
| • MML Blend Fund • MML Enhanced Index Core Equity Fund • MML Equity Fund • MML Inflation-Protected and Income Fund • MML Managed Bond Fund • MML Money Market Fund • MML Small Cap Equity Fund |
||||
| Massachusetts Mutual Variable Life Separate Account II* | May 16, 1984 | VL | ||
| • MML Blend Fund • MML Equity Fund • MML Managed Bond Fund • MML Money Market Fund |
||||
| Massachusetts Mutual Variable Life Separate Account III | Feb. 12, 2000 | VL | ||
| • MML Managed Bond Fund • MML Money Market Fund |
||||
| C.M. Life Variable Life Separate Account I | Feb. 2, 1995 | VL | ||
| • MML Blend Fund • MML Enhanced Index Core Equity Fund • MML Equity Fund • MML Inflation-Protected and Income Fund • MML Managed Bond Fund • MML Money Market Fund • MML Small Cap Equity Fund |
||||
| MML Bay State Variable Life Separate Account I | June 9, 1982 | VL | ||
| • MML Blend Fund • MML Equity Fund • MML Managed Bond Fund • MML Money Market Fund • MML Small Cap Equity Fund |
||||
| MML Bay State Variable Life Separate Account II | Nov. 22, 1988 | VL | ||
| • MML Money Market Fund |
||||
* originally established under the name Mass Variable Life Separate Account I
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Schedule A (continued)
MML Series Investment Fund II
| Separate Account |
Date Established |
LOB Separate Accounts | ||
| Separate Account C | March 7, 1983 | VA | ||
| • MML Equity Fund • MML Managed Bond Fund • MML Money Market Fund |
||||
| Separate Account |
Date Established |
LOB Separate Accounts | ||
| Variable Account 3 | Sept 1, 1990 | VA | ||
| • MML Equity Fund |
||||
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