Form of Amendment No. 1 dated as of ______, 2014 to Distribution Agreement

EX-99.(E)(3)(XI) 9 d642493dex99e3xi.htm FORM OF AMENDMENT NO. 1 DATED AS OF ______, 2014 TO DISTRIBUTION AGREEMENT Form of Amendment No. 1 dated as of ______, 2014 to Distribution Agreement

Exhibit (e)(3)(xi)

[FORM] OF AMENDMENT NO. 1

DISTRIBUTION AGREEMENT

AXA PREMIER VIP TRUST

AMENDMENT NO. 1, dated as of [ , 2014] (“Amendment No. 1”) to the Distribution Agreement, dated as of January 1, 2012 (“Agreement”), between AXA Premier VIP Trust, a Delaware statutory trust (“Trust”) and AXA Distributors, LLC (“Distributor”).

The Trust and the Distributor agree to modify and amend the Agreement, relating to the Class A shares. Unless defined herein to the contrary, terms shall have the meaning given to such terms in the Agreement.

Name Changes. Effective [ , 2014], the following Portfolio’s names shall be changed as follows:


		Current Name		New Name
		Multimanager Multi-Sector Bond Portfolio		Charter^SM Multi-Sector Bond Portfolio
		Multimanager Small Cap Growth Portfolio		Charter^SM Small Cap Growth Portfolio
		Multimanager Small Cap Value Portfolio		Charter^SM Small Cap Value Portfolio

Schedule A. Schedule A to the Agreement, setting forth the Portfolios of the Trust for which the Distributor 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 HEREOF, the parties have executed and delivered this Amendment No. 1 as of the date first above set forth.


AXA PREMIER VIP TRUST						AXA DISTRIBUTORS, LLC

By:						By:


Name:	Steven M. Joenk	Name:	Nicholas B. Lane
Title:	President &	Title:	Chairman, President &
	Chief Executive Officer		Chief Executive Officer

SCHEDULE A

DISTRIBUTION AGREEMENT OF

AXA PREMIER VIP TRUST

CLASS A SHARES

Multimanager Aggressive Equity Portfolio

Multimanager Core Bond Portfolio

Multimanager International Equity Portfolio

Multimanager Large Cap Core Equity Portfolio

Multimanager Large Cap Value Portfolio

Multimanager Mid Cap Growth Portfolio

Multimanager Mid Cap Value Portfolio

Multimanager Technology Portfolio

AXA Aggressive Allocation Portfolio

AXA Conservative Allocation Portfolio

AXA Conservative-Plus Allocation Portfolio

AXA Moderate Allocation Portfolio

AXA Moderate-Plus Allocation Portfolio

Charter^SMFixed Income Portfolio

Charter^SMConservative Portfolio

Charter^SMModerate Portfolio

Charter^SMModerate Growth Portfolio

Charter^SMGrowth Portfolio

Charter^SMAggressive Growth Portfolio

Charter^SMEquity Portfolio

Charter^SMInternational Conservative Portfolio

Charter^SMInternational Moderate Portfolio

Charter^SMInternational Growth Portfolio

Charter^SMIncome Strategies Portfolio

Charter^SMInterest Rate Strategies Portfolio

Charter^SMReal Assets Portfolio

Charter^SMAlternative 100 Conservative Plus Portfolio

Charter^SMAlternative 100 Moderate Portfolio

Charter^SMAlternative 100 Growth Portfolio

Charter^SM Multi-Sector Bond Portfolio

Charter^SM Small Cap Growth Portfolio

Charter^SM Small Cap Value Portfolio

Target 2015 Allocation Portfolio

Target 2025 Allocation Portfolio

Target 2035 Allocation Portfolio

Target 2045 Allocation Portfolio