0000950123-07-003039 Sample Contracts

METLIFE, INC., ISSUER AND BANK ONE TRUST COMPANY, N.A., TRUSTEE
First Supplemental Indenture • March 1st, 2007 • Metlife Inc • Insurance agents, brokers & service • New York
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METLIFE, INC., ISSUER AND BANK ONE TRUST COMPANY, N.A., TRUSTEE INDENTURE
Indenture • March 1st, 2007 • Metlife Inc • Insurance agents, brokers & service • New York
METLIFE, INC., ISSUER AND BANK ONE TRUST COMPANY, N.A., TRUSTEE
Second Supplemental Indenture • March 1st, 2007 • Metlife Inc • Insurance agents, brokers & service • New York
METLIFE, INC. and
Rights Agreement • March 1st, 2007 • Metlife Inc • Insurance agents, brokers & service • New York
SEPARATION AGREEMENT, WAIVER AND GENERAL RELEASE
Separation Agreement • March 1st, 2007 • Metlife Inc • Insurance agents, brokers & service

This Agreement sets forth the entire agreement and understanding which has been reached relative to the cessation of your (Leland C. Launer, Jr.) employment with MetLife Group, Inc. (“MetLife”). It is fully agreed and understood as follows:

MANAGEMENT PERFORMANCE SHARE AGREEMENT
Management Performance Share Agreement • March 1st, 2007 • Metlife Inc • Insurance agents, brokers & service • New York

MetLife, Inc. confirms that, on [grant date] (the “Grant Date”), it granted you, [name], [number] Performance Shares (your “Performance Shares”). Your Performance Shares are subject to the terms and conditions of this Management Performance Share Agreement (this “Agreement”) and the MetLife, Inc. 2005 Stock and Incentive Compensation Plan (the “Plan”).

FIRST AMENDMENT TO FIVE-YEAR CREDIT AGREEMENT
Five-Year Credit Agreement • March 1st, 2007 • Metlife Inc • Insurance agents, brokers & service • New York

THIS FIRST AMENDMENT TO FIVE-YEAR CREDIT AGREEMENT (this “Amendment") is entered into as of August 15, 2006, among METLIFE, INC. and METLIFE FUNDING, INC. (collectively, the “Borrowers"), the LENDERS (hereinafter defined), and BANK OF AMERICA, N.A., as Administrative Agent for the Lenders.

AMENDED AND RESTATED FIVE-YEAR CREDIT AGREEMENT Dated as of August 15, 2006 among METLIFE, INC. AND METLIFE FUNDING, INC., as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer, WACHOVIA BANK, NATIONAL ASSOCIATION, as Syndication...
Five-Year Credit Agreement • March 1st, 2007 • Metlife Inc • Insurance agents, brokers & service • New York

This AMENDED AND RESTATED FIVE-YEAR CREDIT AGREEMENT (“Agreement”) is entered into as of August 15, 2006, among METLIFE, INC. (“MetLife”) and METLIFE FUNDING, INC. (“Funding”; together with MetLife, each a “Borrower” and collectively the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), WACHOVIA BANK, NATIONAL ASSOCIATION, as Syndication Agent and BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer.

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