Amendment No.3 to Administrative Services Agreement Franklin Templeton Services, LLC Massachusetts Mutual Life Insurance Company

Item 30. Exhibit (h) i. j. 2. iii.

Amendment No.3 to

Administrative Services Agreement

Franklin Xxxxxxxxx Services, LLC

Massachusetts Mutual Life Insurance Company

C.M. Life Insurance Company

THIS AMENDMENT is made by and between Franklin Xxxxxxxxx Services, LLC (the “Fund Administrator”), Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company (together, the “Company”).

WHEREAS, the Company, MML Bay State Life Insurance Company and the Fund Administrator have entered into an Administrative Services Agreement, dated as of May 1, 2002, as amended August 10, 2005 and December 28, 2007 (the “Agreement”), concerning certain administrative services with respect to each series (“Fund” or “Funds”) of Franklin Xxxxxxxxx Variable Insurance Products Trust (the “Trust”) listed on the Schedule B of the Agreement;

WHEREAS, the Company and the Fund Administrator wish to amend the Agreement for the purpose of updating schedules and adding some new Funds and variable life or variable annuity insurance contracts covered by the Agreement.

NOW, THEREFORE, in consideration of past and prospective business relations, the Fund Administrator and the Company hereby amend the Agreement as follows:

1.       Schedules A and B of the Agreement are hereby deleted in their entirety and replaced with the Schedules A and B attached hereto, respectively.

2.       All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.

This Amendment is executed as of October 14, 2016.

FRANKLIN XXXXXXXXX SERVICES, LLC						MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
By:		/s/ Xxxxx Xxxxxxxxx				By:		/s/ Xxxx X. Xxxxxx
Name:		Xxxxx Xxxxxxxxx				Name:		Xxxx X. Xxxxxx
Title:		Senior Vice President				Title:		Sr Vice President
						C.M. LIFE INSURANCE COMPANY
						By:		/s/ Xxxxxxx X. Xxx
						Name:		Xxxxxxx X. Xxx
						Title:		Vice President

[____]

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Schedule A

Administrative Services

Maintenance of Books and Records

• Assist as necessary to maintain book entry records on behalf of the Funds regarding issuance to, transfer within (via net purchase orders) and redemption by the Accounts of Fund shares.

• Maintain general ledgers regarding the Accounts’ holdings of Fund shares, coordinate and reconcile information, and coordinate maintenance of ledgers by financial institutions and other contract owner service providers.

Communication with the Funds

• Serve as the designee of the Funds for receipt of purchase and redemption orders from the Account and to transmit such orders, and payment therefor, to the Funds.

• Coordinate with the Funds’ agents respecting daily valuation of the Funds’ shares and the Accounts’ units.

• Purchase Orders

- Determine net amount available for investment in the Funds.

- Deposit receipts at the Funds’ custodians (generally by wire transfer).

- Notify the custodians of the estimated amount required to pay dividends or distributions.

• Redemption Orders

- Determine net amount required for redemptions by the Funds.

- Notify the custodian and Funds of cash required to meet payments.

• Purchase and redeem shares of the Funds on behalf of the Accounts at the then-current price in accordance with the terms of each Fund’s then current prospectus.

• Assistance in enforcing procedures adopted on behalf of the Trust to reduce, discourage, or eliminate market timing transactions in a Fund’s shares in order to reduce or eliminate adverse effects on a Fund or its shareholders.

Processing Distributions from the Funds

• Process ordinary dividends and capital gains.

• Reinvest the Funds’ distributions.

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Reports

• Periodic information reporting to the Funds, including, but not limited to, furnishing registration statements, prospectuses or private offering memorandum, statements of additional information, reports, solicitations for instructions, disclosure statements, sales or promotional materials and any other filings with the Securities and Exchange Commission with respect to the Accounts invested in the Funds, if necessary.

• Periodic information reporting about the Funds to contract owners, including necessary delivery of the Funds’ prospectus and annual and semi-annual reports.

Fund-related Contract Owner Services

• Maintain adequate fidelity bond or similar coverage for all Company officers, employees, investment advisors and other individuals or entities controlled by the Company who deal with the money and/or securities of the Funds.

• Provide general information with respect to Fund inquiries (not including information about performance or related to sales).

• Provide information regarding performance of the Funds.

• Oversee and assist the solicitation, counting and voting of contract owner pass-through voting interests in the Funds pursuant to Fund proxy statements.

Other Administrative Support

• Provide other administrative and legal compliance support for the Funds as mutually agreed upon by the Company and the Funds or the Fund Administrator.

• Relieve the Funds of other usual or incidental administrative services provided to individual contract owners.

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Schedule B

Administrative Expense Payment

The Fund Administrator agrees to pay the Company a fee, computed daily and paid quarterly in arrears, equal to an annual rate as set forth below, applied to the average daily net assets of the shares of the Funds held in the subaccounts of the Accounts. The payment will be computed and paid in the manner described more completely in the Agreement.

#		Company Name		Separate Account/Registration Yes/No.		Class/Funds of the Trust		Fee Rate		Date of beginning of period for computation of fee
1.		Massachusetts Mutual Life Insurance Company		Massachusetts Mutual Variable Life Separate Account I Yes		Class 2 Shares: Franklin Small Cap Value VIP Fund Xxxxxxxxx Foreign VIP Fund		%		05/01/03
						Class 1 Shares: Franklin Mutual Global Discovery VIP Fund Franklin Small Cap Value VIP Fund Franklin Strategic Income VIP Fund Xxxxxxxxx Global Bond VIP Fund Class 2 Shares: Franklin Mutual Global Discovery VIP Fund Franklin Strategic Income VIP Fund		%		10/01/16
2.		C.M. Life Variable Life Insurance Company		C.M. Life Variable Life Separate Account I Yes		Class 2 Shares: Franklin Small Cap Value VIP Fund Xxxxxxxxx Foreign VIP Fund		%		05/01/03

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