SEVENTH AMENDMENT TO THE PARTICIPATION AGREEMENT
This Amendment No. 7, effective as of March 6, 2017, amends the Participation
Agreement (as previously amended, the "Agreement") dated the 1st day of January
, 2002, by and among BRIGHTHOUSE LIFE INSURANCE COMPANY (fka MetLife Insurance
Company USA, the "Company"), on behalf of itself and certain of its segregated
asset accounts listed in Schedule I hereto; XXXXXXXXXXX VARIABLE ACCOUNT FUNDS
(the "Fund"); and OPPENHEIMERFUNDS, INC. (the "Adviser"). All capitalized terms
used herein and not otherwise defined shall have the meaning ascribed such
terms in the Agreement.
WHEREAS, on March 6, 2017, the Company changed its name to Brighthouse Life
Insurance Company;
WHEREAS, the parties desire to amend the Agreement to update the address of the
Company in Article IX;
WHEREAS, the parties desire to revise the list of Separate Accounts and
Associated Contracts in Schedule I to reflect name changes resulting from
Company's name change and to add the Brighthouse Investment Portfolio Architect
and Brighthouse Prime Options contracts;
WHEREAS, the parties desire to revise the list of Portfolios of the Fund in
Schedule II to add Xxxxxxxxxxx Global Multi-Alternatives Fund/VA;
WHEREAS, Company, Fund, and Adviser desire to amend the Agreement;
NOW, THEREFORE, in consideration of the foregoing and of mutual covenants and
conditions set forth herein and for other good and valuable consideration, each
of the parties agrees to amend the agreement as follows:
1. Article IX is amended to read, in relevant part, as follows:
"If to the Company:
Brighthouse Life Insurance Company
Xxx Xxxxxxxxx Xxxxxx, 00xx Xxxxx
Xxxxxx, XX 00000
Attn: The Law Group
2. Schedule I of the Agreement is hereby deleted in its entirety and replaced
with Schedule I attached hereto.
3. Schedule II of the Agreement is hereby deleted in its entirety and replaced
with Schedule II attached hereto.
Except as expressly supplemented, amended or consented to hereby, all of the
representations and conditions of the Agreement will remain unamended and will
continue to be in full force and effect.
IN WITNESS WHEREOF, each of the parties hereto has caused this Amendment No. 7
to the Agreement to be executed in its name and on its behalf by and through
their duly authorized officers signing below.
METLIFE INSURANCE COMPANY USA (TO BE
RENAMED BRIGHTHOUSE LIFE INSURANCE
COMPANY AS OF MARCH 6, 2017)
(ON BEHALF OF ITSELF AND EACH ACCOUNT)
By: [/s/ illegible]
------------------------------
Name:
Title:
XXXXXXXXXXX VARIABLE ACCOUNT FUNDS
By: /s/ Xxxxx Xxxxxxxx
------------------------------
Name: Xxxxx Xxxxxxxx
Title: Treasurer
OPPENHEIMERFUNDS, INC.
By: /s/ Xxxx Xxxxxx
------------------------------
Name: Xxxx Xxxxxx
Title: SVP, OFDI
SCHEDULE I
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SEPARATE ACCOUNTS AND ASSOCIATED CONTRACTS
SEPARATE ACCOUNTS CONTRACTS FUNDED BY SEPARATE ACCOUNT
----------------- ------------------------------------
Brighthouse Fund UL III for Variable Life Corporate Owned VUL
Insurance Corporate Owned VUL 2000
Corporate Owned VUL III
Corporate Owned VUL IV
Corporate Select
Brighthouse Separate Account CPPVL2 COLIPPVL
Brighthouse Separate Account A Brighthouse Prime Options
Capital Strategist
Foresight
PrimElite IV
Brighthouse Investment Portfolio
Arcghiect
SCHEDULE II
-----------
Portfolios of Xxxxxxxxxxx Variable Account Funds shown below do not include
service class shares unless expressly indicated:
Xxxxxxxxxxx Core Bond Fund/VA--Non-Service Shares
Xxxxxxxxxxx Global Multi-Alternatives Fund/VA--Service Shares
Xxxxxxxxxxx Global Strategic Income Fund/VA--Non-Service Shares
Xxxxxxxxxxx Main Street Fund/VA--Service Shares
Xxxxxxxxxxx Main Street Small Cap Fund/VA--Non-Service Shares and Service Shares
Xxxxxxxxxxx Money Fund/VA--Non-Service Shares
