AMENDMENT NO. 16 TO SECOND AMENDED AND RESTATED DISTRIBUTION AGREEMENT CLASS A SHARES METLIFE INVESTORS DISTRIBUTION COMPANY
AMENDMENT NO. 16
TO
SECOND AMENDED AND RESTATED DISTRIBUTION AGREEMENT
CLASS A SHARES
METLIFE INVESTORS DISTRIBUTION COMPANY
AMENDMENT NO. 16 to Second Amended and Restated Distribution Agreement (“Amendment No. 16”), dated as of April 30, 2012, by and between Met Investors Series Trust (the “Trust”) and MetLife Investors Distribution Company (“MID”).
The Trust and MID agree to modify and amend the Second Amended and Restated Distribution Agreement relating to Class A Shares dated as of August 30, 2002, as amended on May 1, 2003, November 1, 2003, April 30, 2004, November 3, 2004, May 1, 2005, September 30, 2005, November 1, 2005, December 19, 2005, May 1, 2006, November 1, 2006, November 1, 2007, April 28, 2008, May 1, 2009, April 30, 2010 and May 1, 2011 (the “Original Agreement” or “Agreement”) as herein provided. All terms used in this Amendment No. 16, unless defined herein to the contrary, shall have the meaning given such terms in the Agreement.
1. New Portfolio. The Trust hereby authorizes MID to participate in the distribution of Class A Shares of the following new portfolio (“New Portfolio”) on the terms and conditions contained in the Agreement:
Invesco Balanced Risk Allocation Portfolio
2. Effective Date. The effective date of this Amendment No. 16 shall be April 30, 2012 with respect to the New Portfolio.
3. Duration of Agreement. This Agreement shall continue in effect until August 31, 2013 with respect to the New Portfolio and thereafter will continue on a year to year basis with respect to the New Portfolio only so long as the continuance is specifically approved at least annually either by (a) the Board of Trustees of the Trust or (b) persons having voting rights in respect of the Trust, by the vote stated in Section 11 of the Agreement, voted in accordance with the provisions contained in the Participation Agreement (as defined in the Agreement); provided, however, that in either event such continuance shall also be approved by a vote of a majority of the Trustees of the Trust who are not interested persons of any party to the Agreement, cast in person at a meeting called for the purpose of voting on such approval.
4. Schedule A. Schedule A to the Agreement, setting forth the Portfolios of the Trust for which MID is authorized to distribute Class A Shares, is hereby replaced in its entirety by Schedule A attached hereto.
Except as modified and amended hereby, the Agreement is hereby ratified and confirmed in full force and effect in accordance with its terms.
IN WITNESS WHEREOF, the parties have executed and delivered this Amendment No. 16 as of the date first above set forth.
| MET INVESTORS SERIES TRUST | METLIFE INVESTORS DISTRIBUTION COMPANY | |||||||
| By: | /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
By: | /s/ ▇▇▇▇ ▇. ▇▇▇ | |||||
| Name: | ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | Name: | ▇▇▇▇ ▇. ▇▇▇ | |||||
| Title: | Treasurer | Title: | Vice President | |||||
2
SCHEDULE A
TO
AMENDMENT NO. 16
CLASS A SHARES
Portfolios in Original Agreement:
▇.▇. ▇▇▇▇▇▇ Quality Bond Portfolio
▇.▇. ▇▇▇▇▇▇ Small Cap Stock Portfolio (now known as Met/▇▇▇▇▇▇ Capital Opportunities Portfolio)
▇.▇. ▇▇▇▇▇▇ Enhanced Index Portfolio
▇.▇. ▇▇▇▇▇▇ Select Equity Portfolio
▇.▇. ▇▇▇▇▇▇ International Equity Portfolio
Lord ▇▇▇▇▇▇ Bond Debenture Portfolio
Lord ▇▇▇▇▇▇ Mid Cap Value Portfolio
Lord ▇▇▇▇▇▇ Developing Growth Portfolio
Lord ▇▇▇▇▇▇ Growth and Income Portfolio (now known as ▇. ▇▇▇▇ Price Large Cap Value Portfolio)
Lord ▇▇▇▇▇▇ Growth Opportunities Portfolio (now known as ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Mid Cap Growth Portfolio)
PIMCO Total Return Portfolio
PIMCO Money Market Portfolio (now known as Money Market Portfolio)
PIMCO Innovation Portfolio (now known as RCM Technology Portfolio)
MFS Mid Cap Growth Portfolio (now known as ▇. ▇▇▇▇ Price Mid Cap Growth Portfolio)
MFS® Research International Portfolio
Met/▇▇▇▇▇▇ Research Portfolio
Janus Aggressive Growth Portfolio (now known as ▇▇▇▇ ▇▇▇▇▇ ClearBridge Aggressive Growth Portfolio)
▇▇▇▇▇▇▇▇▇▇▇ Capital Appreciation Portfolio
Met/AIM Small Cap Growth Portfolio (now known as Invesco Small Cap Growth Portfolio)
Met/AIM Mid Cap Equity Portfolio
State Street Research Concentrated International Portfolio (now known as ▇▇▇▇▇▇ Oakmark International Portfolio)
Third Avenue Small Cap Value Portfolio
Portfolios Added by Amendment No. 1:
Lord ▇▇▇▇▇▇ America’s Value Portfolio
PIMCO Inflation Protected Bond Portfolio
Portfolios Deleted by Amendment No. 1:
▇.▇. ▇▇▇▇▇▇ Enhanced Index Portfolio
▇.▇. ▇▇▇▇▇▇ International Equity Portfolio
Lord ▇▇▇▇▇▇ Developing Growth Portfolio
3
Portfolios Added by Amendment No. 2:
Met/American Growth Portfolio (now known as American Funds® Growth Portfolio)
Met/American Growth-Income Portfolio (now known as American Funds Growth-Income Portfolio)
Met/American International Portfolio (now known as American Funds® International Portfolio)
Met/American Bond Portfolio (now known as American Funds® Bond Portfolio)
Portfolios Added by Amendment No. 3:
▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Real Estate Portfolio (now known as Clarion Global Real Estate Portfolio)
▇▇▇▇▇▇ Mid Cap Growth Portfolio
▇▇▇▇▇▇▇ ▇▇▇▇▇ Mid Cap Value Portfolio
Portfolios Added by Amendment No. 4:
MetLife Defensive Strategy Portfolio
MetLife Moderate Strategy Portfolio
MetLife Balanced Strategy Portfolio
MetLife Growth Strategy Portfolio
MetLife Aggressive Strategy Portfolio
Portfolios Added by Amendment No. 5:
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Portfolio
Portfolios Deleted by Amendment No. 5:
▇.▇. ▇▇▇▇▇▇ Quality Bond Portfolio
▇.▇. ▇▇▇▇▇▇ Select Equity Portfolio
Money Market Portfolio
Portfolios Added by Amendment No. 6:
Cyclical Growth and Income ETF Portfolio (now known as SSgA Growth and Income ETF Portfolio)
Cyclical Growth ETF Portfolio (now known as SSgA Growth ETF Portfolio)
Portfolios Added by Amendment No. 7:
▇▇▇▇ ▇▇▇▇▇ Value Equity Portfolio
Portfolios Deleted by Amendment No. 7:
Met/▇▇▇▇▇▇ Research Portfolio
4
Portfolios Added by Amendment No. 8:
Lazard Mid Cap Portfolio
Portfolios Deleted by Amendment No. 8:
Met/AIM Mid Cap Core Equity Portfolio
Portfolios Added by Amendment No. 9:
Met/AIM Capital Appreciation Portfolio
Batterymarch Growth and Income Portfolio
Batterymarch Mid-Cap Stock Portfolio
Federated High Yield Portfolio (now known as BlackRock High Yield Portfolio)
▇▇▇▇▇▇ ▇▇▇▇▇▇ Global Markets Portfolio
Mercury Large-Cap Core Portfolio (now known as BlackRock Large Cap Core Portfolio)
MFS® Emerging Markets Equity Portfolio
MFS Value Portfolio
Pioneer Fund Portfolio
Pioneer Strategic Income Portfolio
Pioneer Mid-Cap Portfolio
Dreman Small Cap Value Portfolio
Janus Capital Appreciation Portfolio
▇▇▇▇ ▇▇▇▇▇ Partners Managed Assets Portfolio
Portfolios Added by Amendment No. 10:
Strategic Growth and Income Portfolio
Strategic Growth Portfolio
Strategic Conservative Growth Portfolio
Portfolios Added by Amendment No. 11:
Rainier Large Cap Equity Portfolio
Portfolios Added by Amendment No. 12:
Met/Franklin Income Portfolio
Met/Franklin Mutual Shares Portfolio
Met/▇▇▇▇▇▇▇▇▇ Growth Portfolio
Met/Franklin ▇▇▇▇▇▇▇▇▇ Founding Strategy Portfolio
Portfolios Deleted by Amendment No. 12:
MFS Value Portfolio
Batterymarch Mid-Cap Stock Portfolio
5
Portfolios Added by Amendment No. 13:
Met/▇▇▇▇▇▇▇▇▇ International Bond Portfolio
Portfolios Deleted by Amendment No. 13:
Strategic Growth and Income Portfolio
Strategic Growth Portfolio
Strategic Conservative Growth Portfolio
▇▇▇▇ ▇▇▇▇▇ Partners Managed Assets Portfolio
Met/AIM Capital Appreciation Portfolio
Portfolios Added by Amendment No. 14:
Met/▇▇▇▇▇ ▇▇▇▇▇ Floating Rate Portfolio
Portfolios Added by Amendment No. 15:
AllianceBernstein Global Dynamic Allocation Portfolio
AQR Global Risk Balanced Portfolio
BlackRock Global Tactical Strategies Portfolio
Met/Franklin Low Duration Total Return Portfolio
MetLife Balanced Plus Portfolio
Pyramis® Government Income Portfolio
Portfolios Deleted by Amendment No. 15:
▇▇▇▇ ▇▇▇▇▇ Value Equity Portfolio
Portfolios Added by Amendment No. 16:
Invesco Balanced Risk Allocation Portfolio
Portfolios Deleted by Amendment No. 16:
Batterymarch Growth and Income Portfolio
▇▇▇▇▇▇▇▇▇▇▇ Capital Appreciation Portfolio
6