Item 30. Exhibit (h) i. l. 1. iii.

 

AMENDMENT NO. 3 TO PARTICIPATION AGREEMENT

 

THIS AMENDMENT NO. 3 TO THE PARTICIPATION AGREEMENT is made as of this 11th day of August, 2025 by and among MFS VARIABLE INSURANCE TRUST, a Massachusetts business trust (the “Trust I”), MFS VARIABLE INSURANCE TRUST II, a Massachusetts business trust (the “Trust II”), MFS VARIABLE INSURANCE TRUST III, a Delaware statutory trust (the “Trust III”) (Trust I, Trust II and Trust III each referred to individually, as the “Trust” and, collectively the “Trusts”), MFS FUND DISTRIBUTORS, INC., a Delaware corporation (“MFD”), and MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY, a Massachusetts corporation (the “Company”), on its own behalf and on behalf of each segregated asset accounts of the Company as set forth on Schedule A of the Agreement (defined below) (the “Accounts”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement (defined below).

 

RECITALS

 

WHEREAS, the Trusts, the Company and MFD are parties to a certain Participation Agreement dated October 1, 2016 (the “Agreement”), in which the series of shares of each Trust (each, a “Portfolio,” and, collectively, the “Portfolios”) and the classes of shares of those Portfolios (the “Shares”) offered by each Trust to the Company and the Accounts are set forth on Schedule A of the Agreement;

 

WHEREAS, the Company will issue certain variable annuity and/or variable life insurance contracts (individually, the “Policy” or, collectively, the “Policies”) which, if required by applicable law, will be registered under the 1933 Act;

 

WHEREAS, to the extent permitted by applicable insurance laws and regulations, the Company intends to purchase the Shares of the Portfolios as specified in Schedule A of the Agreement on behalf of the Accounts to fund the Policies, and the Trusts intend to sell such Shares to the Accounts at net asset value; and

 

WHEREAS, the parties desire to amend the Agreement to add an additional Policy to Schedule A; and

 

NOW, THEREFORE, in consideration of the mutual promises set forth herein, the parties hereto agree that Schedule A of the Agreement is deleted and replaced with Schedule A attached hereto.

 

Except as expressly amended hereby, the Agreement shall continue in full force and effect.

 

[Signature page to follow.]

   

 

IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the date first above written.

 

MASSACHUSETTS MUTUAL LIFE

INSURANCE COMPANY

By its authorized officer

 

MFS VARIABLE INSURANCE TRUST,

on behalf of the Portfolios

  By its authorized officer and not individually,
         
By: /s/ Laura Johnson   By: /s/ Brian Langenfeld
Name: Laura Johnson   Name: Brian Langenfeld
Title: Head of Institutional Insurance   Title: Assistant Secretary and Assistant Clerk
         

MFS FUND DISTRIBUTORS, INC.

By its authorized officer,

 

MFS VARIABLE INSURANCE TRUST II,

on behalf of the Portfolios

  By its authorized officer and not individually,
         
By: /s/ John P. Garrett   By: /s/ Brian Langenfeld
Name: John P. Garrett   Name: Brian Langenfeld
Title: Senior Managing Director   Title: Assistant Secretary and Assistant Clerk
         
     

MFS VARIABLE INSURANCE TRUST III,

on behalf of the Portfolios

      By its authorized officer and not individually,
         
      By: /s/ Brian Langenfeld
      Name: Brian Langenfeld
      Title: Assistant Secretary and Assistant Clerk
   

 

SCHEDULE A

ACCOUNTS, POLICIES, AND PORTFOLIOS

SUBJECT TO THE PARTICIPATION AGREEMENT

 

Name of Separate Account and Date Established by Board of

Directors

Policies Funded by Separate Account

 

Share Class

 

Trust

Portfolios Applicable to Policies

 

Massachusetts Mutual Variable Life Separate Account 1

SL10, SL 9, GVUL, SL 18, VUL,

VUL II, SVUL, SVUL II,

VUL Guard, and Survivorship VUL Guard

 

 

Initial and Service

 

 

VIT, VIT II,

and VIT III

 

 

(1)

Massachusetts Mutual Variable Life Separate Account IX

 

SL20

Initial and Service

VIT, VIT II,

and VIT III

 

(1)

Massachusetts Mutual Variable Life Separate Account X

 

SL21

Initial and Service

VIT, VIT II,

and VIT III

 

(1)

Massachusetts Mutual Variable Life Separate Account VII

 

SL20B, SL21B

Initial and Service

VIT, VIT II,

and VIT III

 

(1)

 

(1) Portfolios Applicable to certain Policies:

 

VIT I VIT II
   
MFS Global Equity Series MFS Blended Research Core Equity Portfolio
MFS Growth Series MFS Core Equity Portfolio
MFS Investors Trust Series MFS Corporate Bond Portfolio
MFS Mid Cap Growth Series MFS Emerging Markets Equity Portfolio
MFS New Discovery Series MFS Global Governments Portfolio
MFS Research Series MFS Global Growth Portfolio
MFS Total Return Bond Series MFS Global Research Portfolio
MFS Total Return Series MFS Global Tactical Allocation Portfolio
MFS Utilities Series MFS Government Securities Portfolio
MFS Value Series MFS High Yield Portfolio
  MFS Income Portfolio
  MFS International Growth Portfolio
  MFS International Intrinsic Value Portfolio
  MFS Massachusetts Investors Growth Stock Portfolio
  MFS Research International Portfolio
  MFS Technology Portfolio
  MFS US Government Money Market Portfolio
   
VIT III  
  MFS Inflation-Adjusted Bond Portfolio
MFS Blended Research Small Cap Equity Portfolio MFS Limited Maturity Portfolio
MFS Conservative Allocation Portfolio MFS Mid Cap Value Portfolio
MFS Global Real Estate Portfolio MFS Moderate Allocation Portfolio
MFS Growth Allocation Portfolio MFS New Discovery Value Portfolio

 

And any other Portfolios or series of shares of the Trusts that are available and open to new investors on or after the effective date of this Agreement.