AMENDMENT NO. 5 TO THE
PARTICIPATION AGREEMENT DATED MAY 1, 2001,
AS PREVIOUSLY AMENDED
Amendment to the Participation Agreement (the "Agreement") by and among
MetLife Insurance Company of Connecticut (the "Company"), on behalf of itself
and certain of its segregated asset accounts listed in Schedule A hereto;
Variable Insurance Products Fund, Variable Insurance Products Fund II, Variable
Insurance Products Fund III, Variable Insurance Products Fund IV, and Variable
Insurance Products Funds V (collectively, the "Fund"); and Fidelity Distributors
Corporation (the "Underwriter").
WHEREAS, the Fund, the Underwriter and the Company's affiliate, MetLife
Investors Insurance Company ("MLI"), have previously entered into a
Participation Agreement dated November 17, 1997, as amended (the "MLI
Participation Agreement");
WHEREAS, the Fund, the Underwriter and the Company's affiliate, MetLife
Investors USA Insurance Company ("MLI USA"), have previously entered into a
Participation Agreement dated November 1, 2005 (the "MLI USA Participation
Agreement");
WHEREAS, following the close of business on November 14, 2014, MLI and MLI
USA will merge into the Company, and as the surviving entity of the merger, the
Company will become the depositor and the of the separate accounts of both MLI
and MLI USA;
WHEREAS, simultaneously with the merger, the Company will change its name
to MetLife Insurance Company USA and change its state of domicile from
Connecticut to Delaware;
WHEREAS, the parties wish to (i) add the separate accounts of MLI and MLI
USA to the Agreement; and (ii) terminate the MLI Participation Agreement and the
MLI USA Participation Agreement as of the effective date of this Amendment No. 5
to the Agreement;
NOW, THEREFORE, in consideration of the foregoing and of the mutual
covenants and conditions set forth herein, and for other good and valuable
consideration, the parties agree to amend the Agreement as follows:
1. The name of the Company in the Agreement shall change to MetLife
Insurance Company USA;
2. Schedule A of the Agreement shall be deleted in its entirety and
replaced with Schedule A attached hereto;
3. The MLI Participation Agreement and the MLI USA Participation Agreement
shall terminate as of the effective date of this Amendment.
4. Article XI of the Agreement entitled "Notices" shall be amended as
follows:
"If to the Company:
MetLife
▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attn: Law Department"
5. This Amendment shall be effective as of November 17, 2014.
IN WITNESS WHEREOF, each of the parties has caused this Amendment No. 5 to the
Agreement to be executed in its name and on its behalf by and through its duly
authorized officer signing below.
METLIFE INSURANCE COMPANY OF CONNECTICUT
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
-------------------------
Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Vice President
VARIABLE INSURANCE PRODUCTS FUND
VARIABLE INSURANCE PRODUCTS FUND II
VARIABLE INSURANCE PRODUCTS FUND III
VARIABLE INSURANCE PRODUCTS FUND IV
VARIABLE INSURANCE PRODUCTS FUND V
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
-------------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: Deputy Treasurer
FIDELITY DISTRIBUTORS CORPORATION
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
-------------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Executive Vice President
Schedule A
----------
Separate Accounts and Associated Contracts
------------------------------------------
NAME OF SEPARATE ACCOUNT DATE EST. BY CONTRACTS FUNDED BY SEPARATE ACCOUNT
BOARD OF
DIRECTORS
MetLife of CT Separate Account Eleven for Variable Annuities 11/14/2002 Gold Track
Gold Track Select
Gold Track Select-NY Plans
Marquis Portfolios
MetLife Access
MetLife Access Select
MetLife Accumulation Annuity
MetLife Retirement Account
Portfolio Architect
Portfolio Architect II
Portfolio Architect 3
Portfolio Architect Access
Portfolio Architect L
Portfolio Architect Plus
Portfolio Architect Select
Portfolio Architect XTRA
Premier Advisers
Premier Advisers (Class II)
Premier Advisers II
Premier Advisers III
Premier Advisers III (Series II)
Premier Advisers L
Premier Advisers L (Series II)
PrimElite
PrimElite II
Universal Annuity
Universal Annuity Advantage
Universal Select
Vintage II
Vintage II (Series II)
Vintage 3
Vintage Access
Vintage L
Vintage XTRA
Vintage XTRA (Series II)
MetLife of CT Separate Account QPN for Variable Annuities 12/26/1995 BluePrint I (unregistered)
BluePrint II ( unregistered)
MetLife Retirement Perspectives
Prime Builder I (unregistered)
Prime Builder II (unregistered)
Unallocated Group Variable Annuity
Unregistered Gold Track
Unregistered Gold Track Express
Unregistered Gold Track-VSP
MetLife of CT Fund UL for Variable Life Insurance 07/02/1987 Invest
MarketLife
MetLife Variable Life
MetLife Variable Life Accumulator
MetLife Variable Life Accumulator (Series 2)
MetLife Variable Life Accumulator-Series III
MetLife Variable Survivorship Life
MetLife Variable Survivorship Life II
MetLife of CT Fund UL III for Variable Life Insurance 01/15/1999 Corporate Owned VUL
Corporate Owned VUL 2000
Corporate Owned VUL III
Corporate Owned VUL IV
Corporate Select
MetLife of CT Separate Account CPPVUL1 09/01/2002 COLI PPVL
MetLife Investors Variable Annuity Account One 02/24/1987 Class AA
Destiny Select
Navigator Select
Premier Advisor
Prevail
MetLife Investors USA Separate Account A 05/29/1980 Capital Strategist
Flexible Bonus
Flexible Value
Group Flexible Payment Variable Annuity
(SF 101/Sunshine Plan/SF 234)
Imprint
Investors Choice
MetLife Growth and Guaranteed Income
PrimElite III
PrimElite IV
Retirement Companion
Securannuity
Smart Choice
Strive
Ultimate
Vintage L
Vintage XC
THIRD AMENDMENT DATED OCTOBER 1, 2005
TO THE
AMENDED AND RESTATED PARTICIPATION AGREEMENT DATED MAY 1, 2001
Second Amendment to the Participation Agreement (the "Agreement") by and among
Fidelity Distributors Corporation, Variable Insurance Products Fund, Variable
Insurance Products Fund II, Variable Insurance Products Fund III (collectively,
the "Fund") and The Travelers Insurance Company (the "Company"), a Connecticut
life insurance company, each on behalf of itself and each of its segregated
asset accounts (the "Accounts") listed in Schedule A hereto.
WHEREAS, each of the parties desires to update the list of Contract forms that
are issued from Accounts which invest in shares of the Fund, each of the parties
hereby agrees to amend Schedule A of the Agreement by adding the new contract
form number shown below to those listed on Schedule A and to replace existing
Schedule A with the new Schedule A attached hereto:
NEW POLICY FORM NUMBERS OF
DATE ESTABLISHED BY CONTRACTS FUNDED BY SEPARATE
NAME OF SEPARATE ACCOUNT BOARD OF DIRECTORS ACCOUNT
---------------------------- ------------------- --------------------------------
TIC Separate Account CPPVUL1 09-01-02 COLI Private Placement (L-17755)
IN WITNESS WHEREOF, each of the parties hereto have caused this Amendment to the
Agreement to be executed in their names and on their behalf by and through their
duly authorized officers signing below.
THE TRAVELERS INSURANCE COMPANY
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Its: Vice President and Asst. Secretary
VARIABLE INSURANCE PRODUCTS FUND,
VARIABLE INSURANCE PRODUCTS FUND II, AND
VARIABLE INSURANCE PRODUCTS FUND III
By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
------------------------------
Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Their: Treasurer, SVP
FIDELITY DISTRIBUTORS CORPORATION
By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇
------------------------------
Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇
Its: EVP
Schedule A
TRAVELERS INSURANCE COMPANY
--------------------------
VIP, VIP II, VIP III
--------------------
November xx, 2004
-----------------
Separate Accounts and Associated Contracts
------------------------------------------
DATE
ESTABLISHED
BY BOARD OF POLICY FORM NUMBERS OF CONTRACTS FUNDED
NAME OF SEPARATE ACCOUNT DIRECTORS BY SEPARATE ACCOUNT
--------------------------------- ----------- ----------------------------------------
The Travelers Fund BD III for 3/27/97 Portfolio Architect XTRA (L-14539)
Variable Annuities Vintage XTRA (L-21261)
The Travelers Separate Account 6/8/98 Travelers Retirement Account (L-22229)
Five for Variable Annuities
The Travelers Separate Account 12/26/95 Gold Track (L-14666)
QP for Variable Annuities Gold Track Select (L-14666)
The Travelers Separate Account 12/26/95 BluePrint (L-14634)
QPN for Variable Annuities BluePrint II (L-14634)
(unregistered) Unregistered GoldTrack Express
(L-14634)
Travelers Retirement Perspectives
(L-14664 - 401K)
The Travelers Separate Account 6/18/99 Vintage II (L-22270)
Nine for Variable Annuities Vintage 3 (L-22270-OL)
The Travelers Separate Account 7/30/97 PrimElite II (L-22355)
PF for Variable Annuities
The Travelers Fund ABD for 10/17/95 Access (L-14539)
Variable Annuities Access Select (L-14539)
Portfolio Architect (L-14539)
Portfolio Architect Select (L-14539)
Premier Advisers (L-14539)
Premier Advisers II (L-14530)
The Travelers Fund U for 9/2/82 Universal Annuity (LVA-10FPU; LVAFPG)
Variable Annuities
The Travelers Fund UL III for 1/15/99 COLI 2000 (L-15491)
Variable Life Insurance COLI (L-15310)
Travelers Corporate Benefit Life (L-15927)
The Travelers Separate Account 11/21/00 Private Placement COLI (L-15779)
PP for Variable Life Insurance
(unregistered)
The Travelers Fund UL for 7/2/87 Variable Survivorship Life (L-15258)
Variable Life Insurance Variable Survivorship Life II (L-15847)
MarketLife (L-ULV)
Accumulator (L-15598)
Variable Life (L-15598)
The Travelers Separate Account 11/5/97 Marquis (TL-22156)
TM for Variable Annuities
TIC Variable Annuity Separate 9/17/02 Portfolio Architect Access (L-22156)
Account 2002 Vintage Access (L-22156)
TIC Separate Account Eleven 11/14/02 Portfolio Architect Plus (L-22378)
for Variable Annuities
TIC Separate Account Thirteen 11/14/02 Portfolio Architect II (L-22386)
for Variable Annuities
TIC Separate Account 9/1/02 COLI Private Placement (L-17222)
CPPVUL1 COLI Private Placement 10.05 (1-17755)
AMENDMENT NO.4 DATED APRIL 28, 2008
TO THE PARTICIPATION AGREEMENT DATED MAY 1, 2001,
AS PREVIOUSLY AMENDED
Amendment to the Participation Agreement (the "Agreement") by and among
MetLife Insurance Company of Connecticut, previously known as The Travelers Life
Insurance Company, on behalf of itself and certain of its segregated asset
accounts listed in Schedule A hereto, Variable Insurance Products Fund, Variable
Insurance Products Fund II, Variable Insurance Products Fund III, Variable
Insurance Products Fund IV, Variable Insurance Products Fund V, and Fidelity
Distributors Corporation.
WHEREAS, on May 1, 2006, The Travelers Insurance Company was renamed
MetLife Insurance Company of Connecticut ("MICC") and The Travelers Life and
Annuity Company was renamed MetLife Life and Annuity Company of Connecticut
("MLACC");
WHEREAS, on December 7, 2007, MLACC was merged with and into MICC;
WHEREAS, the parties desire to amend the Agreement by updating the notice
provision and updating the names of the MICC separate accounts listed in
Schedule A.
NOW THEREFORE, in consideration of the foregoing and of the mutual
covenants and conditions set forth herein and for other good and valuable
consideration, each of the parties amends the Agreement as follow:
1. Article XI of the Agreement entitled "Notices" shall be amended as
follows:
"If to the Company:
Metropolitan Life Insurance Company
▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attention: ▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇., Vice President
Copy to:
Metropolitan Life Insurance Company
▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attention: Law Department"
2. Schedule A of the Agreement is hereby deleted in its entirety and
replaced with Schedule A attached hereto.
Except as set forth above, 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 have caused this Amendment No. 4
to be executed in their names and on their behalf by and through their duly
authorized officers signing below.
METLIFE INSURANCE COMPANY OF
CONNECTICUT (on behalf of the Accounts and itself)
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
------------------------------------
Its: Vice President & Actuary
VARIABLE INSURANCE PRODUCTS FUND,
VARIABLE INSURANCE PRODUCTS FUND II,
VARIABLE INSURANCE PRODUCTS FUND III,
VARIABLE INSURANCE PRODUCTS FUND IV, and
VARIABLE INSURANCE PRODUCTS FUND V
By: /s/ [Illegible Signature]
------------------------------------
Its:
FIDELITY DISTRIBUTORS CORPORATION
By: /s/ [Illegible Signature]
------------------------------------
Its: Exec. VP
Schedule A
----------
Separate Accounts and Associated Contracts
------------------------------------------
DATE EST. BY
BOARD OF CONTRACTS FUNDED BY SEPARATE
NAME OF SEPARATE ACCOUNT DIRECTORS ACCOUNT
------------------------------------------------------------- ------------- -----------------------------
MetLife of CT Fund BD III for Variable Annuities 03/27/1997 Portfolio Architect XTRA
MetLife of CT Fund ▇▇ ▇▇ for Variable Annuities Vintage XTRA
Vintage XTRA (Series II)
MetLife of CT Separate Account Five for Variable Annuities 06/08/1998 MetLife Retirement Account
MetLife of CT Separate Account Six for Variable Annuities
MetLife of CT Separate Account Seven for Variable Annuities 06/30/1998 Premier Advisers L
MetLife of CT Separate Account Eight for Variable Annuities Premier Advisers L (Series II)
MetLife of CT Separate Account QP for Variable Annuities 12/26/1995 Gold Track
Gold Track Select
MetLife of CT Separate Account QPN for Variable Annuities 12/26/1995 BluePrint
(unregistered) BluePrint II
Unregistered GoldTrack
Unregistered GoldTrack Express
Unregistered GoldTrack-VSP
MetLife Retirement Perspectives
Prime Builder
Prime Builder II
MetLife of CT Separate Account Nine for Variable Annuities 06/18/1999 Portfolio Architect 3
MetLife of CT Separate Account Ten for Variable Annuities Portfolio Architect L
Vintage II
Vintage II (Series II)
Vintage 3
Vintage L
MetLife of CT Separate Account PF for Variable Annuities 07/30/1997 PrimElite II
MetLife of CT Separate Account ▇▇ ▇▇ for Variable Annuities
MetLife of CT Fund ABD for Variable Annuities 10/17/1995 MetLife Access
MetLife of CT Fund ABD II for Variable Annuities MetLife Access Select
Portfolio Architect
Portfolio Architect Select
Premier Advisers
Premier Advisers (Class II)
Premier Advisers II
Premier Advisers III
Premier Advisers III (Series II)
MetLife of CT Fund U for Variable Annuities 09/02/1982 Universal Annuity
Universal Annuity Advantage
Universal Select Annuity
MetLife of CT Separate Account TM for Variable Annuities 11/05/1997 Marquis
MetLife of CT Separate Account ▇▇ ▇▇ for Variable Annuities
MetLife Insurance Company of CT Variable Annuity 09/17/2002 Portfolio Architect Access
Separate Account 2002 Vintage Access
MetLife Life and Annuity Company of CT Variable Annuity
Separate Account 2002
MetLife of CT Separate Account Eleven for Variable Annuities 11/14/2002 Portfolio Architect Plus
MetLife of CT Separate Account Twelve for Variable Annuities
MetLife of CT Separate Account Thirteen for Variable Annuities 11/14/2002 Portfolio Architect II
MetLife of CT Separate Account Fourteen for Variable Annuities
MetLife of CT Fund UL for Variable Life Insurance 07/02/1987 MetLife Variable Life
Variable Survivorship Life
Variable Survivorship Life II
Variable Life Accumulator
Variable Life Accumulator Series III
Invest
MarketLife
MetLife of CT Fund UL II for Variable Life Insurance 10/17/1995 MetLife Variable Life
Variable Survivorship Life
Variable Survivorship Life II
Variable Life Accumulator
Variable Life Accumulator (Series 2)
Variable Life Accumulator Series III
MarketLife
MetLife of CT Fund UL III for Variable Life Insurance 01/15/1999 COLI 1
COLI 1 - Series 2
COLI 2000
COLI III
Corporate Select
COLI IV
MetLife of CT Separate Account CPPVUL1 09/01/2002 COLI Private Placement
MetLife of CT Separate Account PP for Variable Life Insurance 11/21/2000 PPVUL1 (▇▇▇▇▇▇▇▇▇)
(unregistered)
