Amendment to Participation Agreement Franklin Templeton Variable Insurance Products Trust Franklin Templeton Distributors, Inc. COVA Financial Life Insurance Company MetLife Investors Insurance Company of California
Exhibit 8(vi)(c)
Amendment to Participation Agreement
Franklin ▇▇▇▇▇▇▇▇▇ Variable Insurance Products Trust
Franklin ▇▇▇▇▇▇▇▇▇ Distributors, Inc.
COVA Financial Life Insurance Company
MetLife Investors Insurance Company of California
The participation agreement, dated as of September 1, 2000, by and among Franklin ▇▇▇▇▇▇▇▇▇ Variable Insurance Products Trust, Franklin ▇▇▇▇▇▇▇▇▇ Distributors, Inc. and MetLife Investors Insurance Company of California, formerly COVA Financial Life Insurance Company (the “Agreement”) is hereby amended as follows:
Schedules A, B, C, D, E, F and G of the Agreement are hereby deleted in their entirety and replaced with the Schedules A, B, C, D, E, F and G attached hereto, respectively.
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Effective Date as of May 1, 2001.
| Franklin ▇▇▇▇▇▇▇▇▇ Variable Insurance Products Trust |
Franklin ▇▇▇▇▇▇▇▇▇ Distributors, Inc. | |||||
| By: |
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
By: |
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ | |||
| Name: |
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ |
Name: |
▇▇▇▇▇▇ ▇▇▇▇▇▇ | |||
| Title: |
Assistant Vice President |
Title: |
Vice President | |||
| MetLife Investors Insurance Company of California |
||||||
| By: |
/s/ J. ▇▇▇▇▇▇ ▇▇▇▇▇▇ |
|||||
| Name: |
J. ▇▇▇▇▇▇ ▇▇▇▇▇▇ |
|||||
| Title: |
Senior Vice President & Chief Actuary |
|||||
Schedule A
The Company
MetLife Investors Insurance Company of California
▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Domiciled in California.
2
Schedule B
Accounts of the Company
| 1. | Name: |
|||
| Date Established: |
March 24, 1992 | |||
| SEC Registration Number: |
811-07060 | |||
| 2. | Name: |
MetLife Investors Variable Life Account Five | ||
| Date Established: |
March 24, 1992 | |||
| SEC Registration Number: |
811-08433 | |||
3
Schedule C
Available Portfolios and Classes of Shares of the Trust; Investment Advisers
| Franklin ▇▇▇▇▇▇▇▇▇ Variable Insurance Products Trust | Investment Advisor | |
| Franklin Large Cap Growth Securities Fund Classes 1 and 2 | Franklin Advisers, Inc. | |
| Franklin Small Cap Fund Classes 1 and 2 | Franklin Advisers, Inc. | |
| Mutual Shares Securities Fund – Classes 1 and 2 | Franklin Mutual Advisers, Inc. | |
| Templeton Developing Markets Securities Fund Classes 1 and 2 | ▇▇▇▇▇▇▇▇▇ Asset Management Ltd. | |
| Templeton Global Income Securities Fund Classes 1 and 2 | Franklin Advisers, Inc. | |
| Templeton Growth Securities Fund Classes 1 and 2 | Templeton Global Advisers Limited | |
| ▇▇▇▇▇▇▇▇▇ International Securities Fund – Classes 1 and 2 | ▇▇▇▇▇▇▇▇▇ Investment Counsel, LLC | |
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Schedule D
Contracts of the Company
| Contract 1 | Contract 2 | Contract 3 | ||||
| Contract/Product Name |
Custom Select Variable Annuity |
COVA Variable Annuity (sold through ▇▇▇▇▇▇ ▇. ▇▇▇▇▇) |
COVA SPVL | |||
| Registered (Y/N) |
Yes | Yes | Yes | |||
| SEC Registration Number |
333-34817 | 333-50174 | 333-37559 | |||
| Representative Form Numbers |
XLCC-648 XLCC-833 |
XLCC-648 XLCC-833 |
CC-1075 | |||
| Separate Account Name/Date Established |
MetLife Investors Variable Annuity Account Five |
MetLife Investors Variable Annuity Account Five |
MetLife Investors Variable Life Account Five | |||
| SEC Registration Number |
811-07060 | 811-07060 | 811-08433 | |||
| Portfolios and Classes –Adviser |
Templeton Developing Management Ltd.)
▇▇▇▇▇▇▇▇▇ International
Mutual Shares Securities
Franklin Small Cap Fund |
Templeton Global Income
▇▇▇▇▇▇▇▇▇ International
Templeton Growth
Franklin Large Cap
Franklin Small Cap Fund |
Templeton Global Income
▇▇▇▇▇▇▇▇▇ International
Templeton Growth
Franklin Large Cap
Franklin Small Cap Fund | |||
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Schedule D cont.
Contracts of the Company
| Contract 4 | Contract 5 | Contract 6 | ||||
| Contract/Product Name |
Custom Select Flex VUL | COVA VA Series A | Premier Advisor Variable Annuity | |||
| Registered (Y/N) |
Yes | Yes | Yes | |||
| SEC Registration Number |
333-83183 (Single) 333-83203 (Joint & Last Survivor) |
333-90407 | 333-50174 | |||
| Representative Form Numbers |
CCP00104 (Single) CCP00204 (Joint & Last Survivor) |
CC-4181 | XLCC-648 XLCC-833 | |||
| Separate Account Name/Date Established |
MetLife Investors Variable Life Account Five |
MetLife Investors Variable Annuity Account Five |
MetLife Investors Variable Annuity Account Five | |||
| SEC Registration Number |
811-08433 | 811-07060 | 811-07060 | |||
| Portfolios and Classes –Adviser |
Templeton Developing
▇▇▇▇▇▇▇▇▇ International
Mutual Shares Securities
Franklin Small Cap Fund |
Templeton Global Income
▇▇▇▇▇▇▇▇▇ International
Templeton Growth
Franklin Large Cap
Franklin Small Cap Fund |
Templeton Developing
▇▇▇▇▇▇▇▇▇ International
Templeton Growth
Mutual Shares Securities
Franklin Small Cap Fund | |||
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Schedule D cont.
Contracts of the Company
| Contract 7 | Contract 8 | Contract 9 | ||||
| Contract/Product Name |
Navigator Variable Annuity |
MetLife Investors Variable Annuity Class AA (sold only through ▇.▇. ▇▇▇▇▇▇▇) |
MetLife Investors Variable Annuity Class A (sold only through ▇▇▇▇▇▇ ▇▇▇▇▇) | |||
| Registered (Y/N) |
Yes | Yes | Yes | |||
| SEC Registration Number |
333-34817 | 333-54016 | 333-54386 | |||
| Representative Form Numbers |
XLCC-648 XLCC-833 |
9010 | 9150 | |||
| Separate Account Name/Date Established |
MetLife Investors Variable Annuity Account Five | MetLife Investors Variable Annuity Account Five | MetLife Investors Variable Annuity Account Five | |||
| SEC Registration Number |
811-07060 | 811-07060 | 811-07060 | |||
| Portfolios and Classes—Adviser |
Templeton Developing Markets Securities Fund
▇▇▇▇▇▇▇▇▇ International Securities Fund Class 1 (▇▇▇▇▇▇▇▇▇ Investment Counsel, LLC)
Mutual Shares Securities
Franklin Small Cap Fund Class 1 (Franklin Advisers, Inc.) |
Templeton Developing
▇▇▇▇▇▇▇▇▇ International
Mutual Shares Securities
Franklin Small Cap Fund |
Templeton Global Income
▇▇▇▇▇▇▇▇▇ International
Templeton Growth
Franklin Large Cap
Franklin Small Cap Fund | |||
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Schedule D cont.
Contracts of the Company
| Contract 10 | ||||||
| Contract/Product Name |
MetLife Investors VA Class B (sold only through ▇▇▇▇▇▇ ▇▇▇▇▇) |
|||||
| Registered (Y/N) | Yes | |||||
| SEC Registration Number |
333-54016 | |||||
| Representative Form Numbers |
9010 | |||||
| Separate Account Name/Date Established |
COVA Variable Annuity Account Five |
|||||
| SEC Registration Number |
811-07060 | |||||
| Portfolios and Classes –Adviser |
Templeton Global Income
▇▇▇▇▇▇▇▇▇ International
Templeton Growth
Franklin Large Cap
Franklin Small Cap Fund |
|||||
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Schedule E
Other Portfolios Available under the Contracts
AIM VARIABLE INSURANCE FUNDS, INC.
AIM VI Capital Appreciation Fund
AIM VI International Equity Fund
AIM VI Value Fund
ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.
Premier Growth Portfolio
Real Estate Investment Portfolio
MET INVESTORS SERIES FUND
Small Cap Stock Portfolio
Large Cap Stock Portfolio
Select Equity Portfolio
International Equity Portfolio
Quality Bond Portfolio
Bond Debenture Portfolio
Large Cap Research Portfolio
Developing Growth Portfolio
Mid Cap Value Portfolio
Lord ▇▇▇▇▇▇ Growth & Income Portfolio
GENERAL AMERICAN CAPITAL COMPANY
Money Market Fund
▇▇▇▇▇▇▇ SACHS VARIABLE INSURANCE TRUST
▇▇▇▇▇▇▇ ▇▇▇▇▇ Growth and Income Fund
▇▇▇▇▇▇▇ Sachs International Equity Fund
▇▇▇▇▇▇▇ ▇▇▇▇▇ Global Income Fund
INVESTORS FUND SERIES
▇▇▇▇▇▇ Small Cap Value Portfolio
▇▇▇▇▇▇ Government Securities Portfolio
▇▇▇▇▇▇ Small Cap Growth Portfolio
▇▇▇▇▇▇-▇▇▇▇▇▇ High Return Equity Portfolio
AMERICAN CENTURY
Income and Growth
International
Value
LIBERTY VARIABLE INVESTMENT TRUST
Newport Tiger, Variable Series
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LORD ▇▇▇▇▇▇ SERIES FUND, INC.
Growth and Income Portfolio
MFS VARIABLE INSURANCE TRUST
MFS Emerging Growth Series
MFS Research Series
MFS Growth with Income Series
MFS High Income Series
MFS World Governments Series
MFS/Foreign & Colonial Emerging Markets Equity Series
MFS/Bond Series
▇▇▇▇▇▇▇▇▇▇▇ VARIABLE ACCOUNT FUNDS
▇▇▇▇▇▇▇▇▇▇▇ High Income Fund
▇▇▇▇▇▇▇▇▇▇▇ Bond Fund
▇▇▇▇▇▇▇▇▇▇▇ Growth Fund
▇▇▇▇▇▇▇▇▇▇▇ Growth & Income Fund
▇▇▇▇▇▇▇▇▇▇▇ Strategic Bond Fund
▇▇▇▇▇▇ VARIABLE TRUST
▇▇▇▇▇▇ VT Growth and Income Fund
▇▇▇▇▇▇ VT International Growth Fund
▇▇▇▇▇▇ VT International New Opportunities Fund
▇▇▇▇▇▇ VT New Value Fund
▇▇▇▇▇▇ VT Vista Fund
FIDELITY VARIABLE INSURANCE PRODUCTS FUND
VIP Growth
VIP Equity-Income
VIP Growth Opportunities
VIP Growth & Income
VARIABLE INSURANCE PRODUCTS FUND ii
VIP II Contrafund
METROPOLITAN SERIES FUND, INC.
International Stock
Large Cap Growth
DREYFUS STOCK INDEX FUN
DREYFUS VARIABLE INVESTMENT FUND
Appreciation
Discipline Stock
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INVESCO VARIABLE INVESTMENT FUNDS
Dynamics
High Yield
PIMCO VARIABLE INSURANCE TRUST
High Yield Bond
Low Duration Bond
Stocksplus Growth & Income
Total Return Bond
▇▇▇▇▇▇▇ VARIABLE INVESTMENT FUND
International
NEW ENGLAND ZENITH FUND
▇▇▇▇▇ Venture Value
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Schedule F
Rule 12b-1 Plans
Compensation Schedule
Each Portfolio named below shall pay the following amounts pursuant to the terms and conditions referenced below under its Class 2 Rule 12b-1 Distribution Plan, stated as a percentage per year of Class 2’s average daily net assets represented by shares of Class 2.
| Portfolio Name |
Maximum Annual Payment Rate | |
| Franklin Small Cap Fund |
0.25% | |
| Franklin Large Cap Growth Securities Fund |
0.25% | |
| Mutual Shares Securities Fund |
0.25% | |
| Templeton Developing Markets Securities Fund |
0.25% | |
| Templeton Global Income Securities Fund |
0.25% | |
| Templeton Growth Securities Fund |
0.25% | |
| ▇▇▇▇▇▇▇▇▇ International Securities Fund |
0.25% |
Agreement Provisions
If the Company, on behalf of any Account, purchases Trust Portfolio shares (“Eligible Shares”) which are subject to a Rule 12b-1 plan adopted under the 1940 Act (the “Plan”), the Company may participate in the Plan.
To the extent the Company or its affiliates, agents or designees (collectively “you”) provide any activity or service which is primarily intended to assist in the promotion, distribution or account servicing of Eligible Shares (“Rule 12b-1 Services”) or variable contracts offering Eligible Shares, the Underwriter, the Trust or their affiliates (collectively, “we”) may pay you a Rule 12b-1 fee. “Rule 12b-1 Services” may include, but are not limited to, printing of prospectuses and reports used for sales purposes, preparing and distributing sales literature and related expenses, advertisements, education of dealers and their representatives, and similar distribution-related expenses, furnishing personal services to owners of Contracts which may invest in Eligible Shares (“Contract Owners”), education of Contract Owners, answering routine inquiries regarding a Portfolio, coordinating responses to Contract Owner inquiries regarding the Portfolios, maintaining such accounts or providing such other enhanced services as a Trust Portfolio or Contract may require, or providing other services eligible for service fees as defined under NASD rules. Your acceptance of such compensation is your acknowledgment that eligible services have been rendered. All Rule 12b-1 fees, shall be based on the value of Eligible Shares owned by the Company on behalf of its Accounts, and shall be calculated on the basis and at the rates set forth in the Compensation Schedule stated above. The aggregate annual fees paid pursuant to each Plan shall not exceed the amounts stated as the “annual maximums” in the Portfolio’s prospectus, unless an increase is approved by shareholders as provided in the Plan. These maximums shall be a specified percent of the value of a Portfolio’s net assets attributable to Eligible Shares owned by the Company on behalf of its Accounts (determined in the same
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manner as the Portfolio uses to compute its net assets as set forth in its effective Prospectus). The Rule 12b-1 fee will be paid to you within thirty (30) days after the end of the three-month periods ending in January, April, July and October.
You shall furnish us with such information as shall reasonably be requested by the Trust’s Boards of Trustees (“Trustees”) with respect to the Rule 12b-1 fees paid to you pursuant to the Plans. We shall furnish to the Trustees, for their review on a quarterly basis, a written report of the amounts expended under the Plans and the purposes for which such expenditures were made.
The Plans and provisions of any agreement relating to such Plans must be approved annually by a vote of the Trustees, including the Trustees who are not interested persons of the Trust and who have no financial interest in the Plans or any related agreement (“Disinterested Trustees”). Each Plan may be terminated at any time by the vote of a majority of the Disinterested Trustees, or by a vote of a majority of the outstanding shares as provided in the Plan, on sixty (60) days’ written notice, without payment of any penalty. The Plans may also be terminated by any act that terminates the Underwriting Agreement between the Underwriter and the Trust, and/or the management or administration agreement between Franklin Advisers, Inc. and its affiliates and the Trust. Continuation of the Plans is also conditioned on Disinterested Trustees being ultimately responsible for selecting and nominating any new Disinterested Trustees. Under Rule 12b-1, the Trustees have a duty to request and evaluate, and persons who are party to any agreement related to a Plan have a duty to furnish, such information as may reasonably be necessary to an informed determination of whether the Plan or any agreement should be implemented or continued. Under Rule 12b-1, the Trust is permitted to implement or continue Plans or the provisions of any agreement relating to such Plans from year-to-year only if, based on certain legal considerations, the Trustees are able to conclude that the Plans will benefit each affected Trust Portfolio and class. Absent such yearly determination, the Plans must be terminated as set forth above. In the event of the termination of the Plans for any reason, the provisions of this Schedule F relating to the Plans will also terminate. You agree that your selling agreements with persons or entities through whom you intend to distribute Contracts will provide that compensation paid to such persons or entities may be reduced if a Portfolio’s Plan is no longer effective or is no longer applicable to such Portfolio or class of shares available under the Contracts.
Any obligation assumed by the Trust pursuant to this Agreement shall be limited in all cases to the assets of the Trust and no person shall seek satisfaction thereof from shareholders of the Trust. You agree to waive payment of any amounts payable to you by Underwriter under a Plan until such time as the Underwriter has received such fee from the Trust.
The provisions of the Plans shall control over the provisions of the Participation Agreement, including this Schedule F, in the event of any inconsistency.
You agree to provide complete disclosure as required by all applicable statutes, rules and regulations of all rule 12b-1 fees received from us in the prospectus of the Contracts.
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Schedule G
Addresses for Notices
| To the Company: |
MetLife Investors Insurance Company of California | |||
| ▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ | ||||
| ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ | ||||
| Attention: |
General Counsel | |||
| To the Trust: |
Franklin ▇▇▇▇▇▇▇▇▇ Variable Insurance Products Trust | |||
| ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ | ||||
| ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ | ||||
| Attention: |
▇▇▇▇▇▇ ▇▇▇▇▇▇▇, General Counsel | |||
| Copy: |
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ | |||
| To the Underwriter: |
Franklin ▇▇▇▇▇▇▇▇▇ Distributors, Inc. | |||
| ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ | ||||
| ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ | ||||
| Attention: |
▇▇▇▇▇▇ ▇▇▇▇▇▇▇, General Counsel | |||
| Copy: |
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ | |||
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