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As Of Filer Filing For·On·As Docs:Size Issuer Agent 4/13/15 Pacific Select Var Ann Sep Ac… Co 485BPOS 5/01/15 16:6.5M RR Donnelley/FA → Pacific Select Variable Ann Sep Acct of Pacific Life Ins Co. (811-05980) ⇒ Pacific Select Variable Annuity (033-32704) |
Document/Exhibit Description Pages Size
1: 485BPOS Psva HTML 3.02M
16: EX-99.10.(A) Consents HTML 12K
7: EX-99.8.(DD)(2) Second Amendment to Participation Agreement HTML 14K
2: EX-99.8.(E)(5) Fourth Amendment to Participation Agreement HTML 19K
3: EX-99.8.(G)(4) Fourth Amendment to Administrative Services HTML 18K
Agreement
4: EX-99.8.(H)(5) Fifth Amendment to Administrative Services HTML 25K
Agreement
8: EX-99.8.(MM)(2) Second Amendment to Fund Participation and HTML 17K
Service Agreement
9: EX-99.8.(QQ) Distribution Fee Agreement With Jpmorgan HTML 53K
Insurance Trust
10: EX-99.8.(RR) Fund Participation Agreement With Jpmorgan HTML 108K
Insurance Trust
11: EX-99.8.(RR)(1) First Amendment to Fund Participation HTML 15K
Agreement
12: EX-99.8.(SS) Supplemental Payment Agreement With Jpmorgan HTML 31K
Insurance Trust
13: EX-99.8.(SS)(1) First Amendment to Supplemental Payment HTML 11K
Agreement
14: EX-99.8.(SS)(2) Second Amendment to Supplemental Payment HTML 13K
Agreement
15: EX-99.8.(TT) Distribution and Marketing Support Agreement HTML 26K
With Blackrock
5: EX-99.8.(U)(3) Third Amendment to Participation Agreement HTML 25K
6: EX-99.8.(V)(2) Form of Mfs Variable Insurance Trust HTML 18K
Administrative Services Agreement
| Third Amendment to Participation Agreement |
Amendment No. 3 to Participation Agreement
among
MFS Variable Insurance Trust
Pacific Life Insurance Company
Massachusetts Financial Services Company
MFS Variable Insurance Trust (the “Trust” or “Trust I”), Pacific Life Insurance Company (the “Company” ), on its own behalf and on behalf of certain Accounts as defined therein, and Massachusetts Financial Services Company (“MFS”), have previously entered into a Participation Agreement dated May 1, 2007 (the “Agreement”). The parties now desire to amend the Agreement by this amendment (the “Amendment”).
WHEREAS, MFS desires to assign all rights and obligations under the Agreement to its affiliate, MFS Fund Distributors, Inc. (“MFD”), a corporation organized under the laws of Delaware, and MFD and the Company hereby consent to such assignment; and
WHEREAS, the parties desire to add certain new open-end management investment companies for which MFD serves as principal underwriter (i.e., Trust II and Trust III).
Except as modified hereby, all other terms and conditions of the Agreement shall remain in full force and effect. Unless otherwise indicated, the terms defined in the Agreement shall have the same meaning in this Amendment.
A M E N D M E N T
For good and valuable consideration, the receipt of which is hereby acknowledged, the parties agree to amend the Agreement as follows:
| 1. | MFS does hereby assign all its rights, duties and obligations under the Agreement to MFD. |
| 2. | MFD for itself and its successors and assigns, hereby agrees to succeed to and to assume and perform all the rights, duties and obligations of MFS under the Agreement. |
| 3. | All references to “Massachusetts Financial Services Company” and “MFS” are hereby replaced with “MFS Fund Distributors, Inc.” and “MFD”, respectively. |
| 4. | MFS VARIABLE INSURANCE TRUST II, a Massachusetts business trust (“Trust II”) and MFS VARIABLE INSURANCE TRUST III, a Delaware statutory trust (“Trust III”) are hereby added as parties and all references to “Trust(s)” now include, as the context may require, Trust II and Trust III. Trust II and Trust III each hereby agrees to be bound by all terms and conditions set forth in the Agreement, as amended hereby. |
| 5. | Article XIII, “Notices,” is hereby restated in its entirety as follows: |
ARTICLE XIII. NOTICES
Any notice shall be sufficiently given when sent by registered or certified mail, overnight courier, email or facsimile to the other party at the address of such party set forth below or at such other address as such party may from time to time specify in writing to the other party.
If to Trusts:
MFS Variable Insurance Trust I, MFS Variable Insurance Trust II and MFS
Variable Insurance Trust III
111 Huntington Avenue
email: DLGDSDealerSpt@MFS.com
Facsimile No.: (617) 954-5182
Attn: Susan S. Newton, Assistant Secretary
If to Company:
Pacific Life Insurance Company
700 Newport Center Drive
Newport Beach, California 92660
Facsimile No.: (949) 219-3706
Attn: General Counsel
If to MFD:
MFS Fund Distributors, Inc.
111 Huntington Avenue
email: DLGDSDealerSpt@MFS.com
Attn: General Counsel
| 6. | The first sentence of Section 14.8 is hereby restated as follows: |
“A copy of Trust I’s and Trust II’s Declaration of Trust is on file with the Secretary of State of The Commonwealth of Massachusetts.”
| 7. | Schedule A and B of the Agreement are deleted and replaced in their entirety with the Schedules A and B attached hereto. |
| 8. | All other terms and provisions of the Agreement not amended herein shall remain in full force and effect. |
[Signature Page Follows]
2
IN WITNESS WHEREOF, each of the parties has caused its duly authorized officers to execute this Amendment effective as of March 28, 2015.
| Trust: | MFS VARIABLE INSURANCE TRUST | |
| MFS VARIABLE INSURANCE TRUST II | ||
| MFS VARIABLE INSURANCE TRUST III | ||
|
By: /s/ Susan S. Newton | ||
| Name: Susan S. Newton | ||
| Title: Assistant Secretary | ||
|
MFS: |
MASSACHUSETTS FINANCIAL SERVICES COMPANY | |
|
By: /s/ Robert J. Manning | ||
| Name: Robert J. Manning | ||
| Title: Chief Executive Officer | ||
|
MFD: |
MFS FUND DISTRIBUTORS, INC. | |
|
By: | ||
| Name: | ||
| Title: | ||
|
Company: |
PACIFIC LIFE INSURANCE COMPANY
| |
| By: /s/ Anthony J. Dufault | ||
| Name: Anthony J. Dufault | ||
| Title: Assistant Vice President | ||
|
Attest: /s/ Brandon J. Cage | ||
| Brandon J. Cage, Assistant Secretary |
3
Schedule A
Separate Accounts (in each case including the associated variable contracts) and Date Established by Board of Directors
Separate Account A of Pacific Life Insurance Company (September 7, 1994)
Pacific Select Variable Annuity Separate Account of Pacific Life Insurance Company
(November 30, 1989)
Pacific Select Exec Separate Account of Pacific Life Insurance Company (May 12, 1988)
Pacific COLI Separate Account of Pacific Life Insurance Company (July 17, 1992)
Pacific COLI Separate Account II of Pacific Life Insurance Company (October 12, 1998)
Pacific COLI Separate Account III of Pacific Life Insurance Company (October 12, 1998)
Pacific COLI Separate Account IV of Pacific Life Insurance Company (July 8, 2008)
Pacific COLI Separate Account V of Pacific Life Insurance Company (July 8, 2008)
Pacific COLI Separate Account VI of Pacific Life Insurance Company (August 1, 2014)
Pacific COLI Separate Account X of Pacific Life Insurance Company (August 1, 2014)
Pacific COLI Separate Account XI of Pacific Life Insurance Company (August 1, 2014)
Separate Account I of Pacific Life Insurance Company (August 9, 2007)
and any other Contracts/Policies funded by the Separate Accounts that utilize Portfolios of the Trusts after the effective date of this Amendment.
4
Schedule B
The Separate Account(s) shown on SCHEDULE A may invest in the following Portfolios of the MFS Variable Insurance Trust, MFS Variable Insurance Trust II, and MFS Variable Insurance Trust III:
PORTFOLIOS SUBJECT TO THE PARTICIPATION AGREEMENT
Portfolios Available to Policies:
| VIT I
MFS Global Equity Series MFS Growth Series MFS Investors Trust Series MFS Mid Cap Growth Series MFS New Discovery Series MFS Research Bond Series* MFS Research Series MFS Total Return Series MFS Utilities Series MFS Value Series |
VIT II
MFS Blended Research Core Equity Portfolio MFS Bond Portfolio** MFS Core Equity Portfolio MFS Emerging Markets Equity Portfolio MFS Global Governments Portfolio MFS Global Growth Portfolio MFS Global Research Portfolio MFS Global Tactical Allocation Portfolio MFS Government Securities Portfolio MFS High Yield Portfolio MFS International Growth Portfolio MFS International Value Portfolio MFS Massachusetts Investors Growth Stock Portfolio MFS Money Market Portfolio MFS Research International Portfolio MFS Strategic Income Portfolio MFS Technology Portfolio | |
| VIT III
MFS Blended Research Small Cap Equity Portfolio MFS Conservative Allocation Portfolio MFS Global Real Estate Portfolio MFS Growth Allocation Portfolio |
MFS Inflation-Adjusted Bond Portfolio MFS Limited Maturity Portfolio MFS Mid Cap Value Portfolio MFS Moderate 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 Amendment.
* MFS Research Bond Series will be renamed MFS Total Return Bond Series effective April 30th, 2015
** MFS Bond Portfolio will be renamed MFS Corporate Bond Portfolio effective April 30th, 2015
5
| This ‘485BPOS’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Effective on: | 5/1/15 | |||
| Filed on: | 4/13/15 | |||
| 3/28/15 | ||||
| 8/1/14 | ||||
| 7/8/08 | ||||
| 8/9/07 | ||||
| 5/1/07 | 485BPOS | |||
| 10/12/98 | ||||
| 9/7/94 | ||||
| 7/17/92 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/15/24 Pacific Select Var Ann Sep Ac… Co 485BPOS 5/01/24 4:6.8M Toppan Merrill/FA 4/17/23 Pacific Select Var Ann Sep Ac… Co 485BPOS 5/01/23 3:6.6M Toppan Merrill/FA 4/18/22 Pacific Select Var Ann Sep Ac… Co 485BPOS 5/01/22 3:16M Toppan Merrill/FA 10/20/21 Pacific Select Var Ann Sep Ac… Co 485BPOS 10/20/21 2:597K Toppan Merrill/FA 4/19/21 Pacific Select Var Ann Sep Ac… Co 485BPOS 5/01/21 4:15M Toppan Merrill/FA |