EXHIBIT 24(b)(8)(l)(viv)
JOINDER TO PARTICIPATION AGREEMENT
AMONG
MFS VARIABLE INSURANCE TRUST,
MASSACHUSETTS FINANCIAL SERVICES COMPANY,
AND
MINNESOTA LIFE INSURANCE COMPANY
THIS JOINDER TO PARTICIPATION AGREEMENT ("Joinder") is entered into by MFS
Variable Insurance Trust II, a Massachusetts business trust ("Trust II"), MFS
Variable Insurance Trust, a Massachusetts business trust ("Trust I"),
Massachusetts Financial Services Company, a Delaware corporation ("MFS"), and
Minnesota Life Insurance Company, a Minnesota corporation (the "Company"), for
the purpose of amending the Participation Agreement dated March 28, 2002 by and
among the Company, Trust I, and MFS (the "Agreement"), as amended, to add Trust
II as a party thereto as of the date hereof. All references in the Agreement to
the "Trust" shall be deemed to refer severally to Trust I and Trust II.
A copy of Trust II's Declaration of Trust is on file with the Secretary of
State of The Commonwealth of Massachusetts. The Company acknowledges that the
obligations of or arising out of this instrument are not binding upon any of
Trust II's trustees, officers, employees, agents or shareholders individually,
but are binding solely upon the assets and property of Trust II in accordance
with its proportionate interest under the Agreement. The Company further
acknowledges that the assets and liabilities of each Trust II Portfolio are
separate and distinct and that the obligations of or arising out of this
instrument are binding solely upon the assets or property of such Portfolio(s)
on whose behalf Trust II has executed this instrument. The Company also agrees
that the obligations of each Portfolio shall be several and not joint, in
accordance with its proportionate interest under the Agreement, and the Company
agrees not to proceed against any Portfolio for the obligations of another
Portfolio.
[Signature Page Follows]
IN WITNESS WHEREOF, the parties have executed this Joinder as of May 1, 2011.
MINNESOTA LIFE MFS VARIABLE INSURANCE TRUST,
INSURANCE COMPANY ON BEHALF OF THE PORTFOLIOS
By its authorized officer By its authorized officer and not individually,
/s/ Xxxxx X. Xxxx /s/ Xxxxx X. Xxxxxx
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Xxxxx X. Xxxx Xxxxx X. Xxxxxx
Executive Vice President Assistant Secretary
MASSACHUSETTS FINANCIAL MFS VARIABLE INSURANCE TRUST II,
SERVICES COMPANY ON BEHALF OF THE PORTFOLIOS
By its authorized officer, By its authorized officer and not individually,
/s/ Xxxxxx X. Xxxxxxx /s/ Xxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxxx Xxxxx X. Xxxxxx
President and Chief Executive Officer Assistant Secretary
