Exhibit 10(v)(d)(i)


 


Amendment 1 to Participation Agreement


 


among


 


MEMBERS Life Insurance Company,


 


DFA Investment
Dimensions Group Inc.,


 


Dimensional Fund Advisors LP and


 


DFA Securities LLC


 


This amendment to the
Participation Agreement dated as of August 27, 2015, as amended (the “Agreement”), is effective as of the 1st day of
January, 2022, among MEMBERS Life Insurance Company (“Company”) on its own behalf and on behalf of segregated asset
accounts of the Company that may be established from time to time (individually, an “Account” and collectively, the
“Accounts”), DFA Investment Dimensions Group Inc. (“Fund”), Dimensional Fund Advisors LP (“Adviser”),
and DFA Securities LLC (“DFAS”) (individually, a “Party” and collectively, the “Parties”).
Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Agreement.


 


WHEREAS, the Parties are parties
to the Agreement;


 


WHEREAS, pursuant to the Agreement
among the Parties, the Company is entitled to purchase, consistent with the terms of the prospectuses of the Portfolios, shares
of the Portfolios of the Fund listed on Schedule 1.1 of the Agreement for the appropriate subaccount of each Account in connection
with the Contracts that are offered to persons that are registered owners of such Contracts on the books and records of the Company
(the “Contract holders”);


 


WHEREAS,  the Accounts are registered
as unit investment trusts under the Investment Company Act of 1940, as amended (the “1940 Act”);


 


WHEREAS, the Company, on behalf
of the Accounts, is required by Rule 30e-2 under the 1940 Act to deliver Fund shareholder reports to Contract holders, which obligations
the Company may satisfy by the Company’s compliance with Rule 30e-3 under the 1940 Act (“Rule 30e-3”);


 


WHEREAS, the Company intends to
comply with the requirements, terms and conditions of Rule 30e-3 in order to satisfy its obligation to deliver Fund shareholder
reports to Contract holders, including hosting the website for certain fund materials required by Rule 30e-3;


 


WHEREAS, Section 5(b)(2) of the
Securities Act of 1933, as amended (the “1933 Act”) may require that a Statutory Prospectus (as defined in Rule 498A
under the 1933 Act, “Rule 498A” and with Rule 30e-3, collectively, the “Rules”) for the Portfolios be delivered
to Contract holders under certain circumstances;


 


WHEREAS, the Company intends to
meet any Portfolio Statutory Prospectus delivery requirements under Section 5(b)(2) of the 1933 Act, as well as its responsibility
to deliver Fund prospectuses under the Agreement by relying on and complying with paragraph (j) of Rule 498A for “on-line”
delivery;


 






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WHEREAS, paragraph (j) of Rule 498A
requires, inter alia, that some of the Fund Documents (as defined in Section 1(a) below) be posted and maintained on a website
specified on the cover page of the summary prospectus(es) for the Contracts, and the Company intends to host said website;


 


WHEREAS, in order for the Company
to fulfill its obligations under the Rules and as required for the Company to rely on the Rules, the Company will need access to
the Fund Documents specified in the Rules, in the format required by the Rules;


 


WHEREAS, the Company requests the Fund, the Adviser and
DFAS to enter into this amendment to facilitate the Company’s reliance on the Rules; and


 


WHEREAS, the Fund, the Adviser
and DFAS wish to take all reasonable steps to assist the Company in its intent to rely on the Rules.


 


NOW, THEREFORE, in consideration
of the mutual covenants herein contained, which consideration is full and complete, the Parties hereby agree to supplement and
amend the Agreement as follows:


 


1.            Provision of Fund Documents; Website
Posting.


 


(a).          Fund Documents.
In order to assist the Company in the Company’s compliance with the Rules, including the Company’s obligation
to host certain documents on its website (the “Company’s Website”), the Fund will provide or make available
to the Company the “Fund Documents,” listed below as specified in paragraph (b)(1) of Rule 30e-3 and paragraph (j)(1)(iii)
of Rule 498A.


 


		(i)	Summary Prospectus for each of the Portfolios
[Rule 498A(j)(1)(iii)];



 


		(ii)	Statutory Prospectus for each of the Portfolios
[Rule 498A(j)(1)(iii)];



 


		(iii)	Statement of Additional Information (“SAI”)
for each of the Portfolios [Rule 498A(j)(1)(iii)];



 


		(iv)	Most Recent Annual and Semi-Annual Reports to Shareholders
(under Rule 30e-1 under the 1940 Act) for the Portfolios (together, the “Shareholder Reports”) (referred to
in Rule 30e-3 as the “Current” and “Prior” Report to Shareholders) [Rule 30e-3(b)(1)(i) and (ii)].



 


		(v)	Complete Portfolio Holdings from the Shareholder
Reports Containing a Summary Schedule of Investments (the “Complete Portfolio Holdings”) [Rule 30e-3(b)(1)(iii)];
and



 




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		(vi)	Portfolio Holdings for Most Recent First and Third
Fiscal Quarters (and together with the Complete Portfolio Holdings, the “Portfolio Holdings”) [Rule 30e-3(b)(1)(iv)].



 


(b).           Timing for
Providing, and Currentness of, the Fund Documents.


 





		(i)	The Fund agrees to provide or make available the Summary
Prospectus, Statutory Prospectus, and SAI for the Portfolios and amendments thereto (“Offering Documents”) to the
Company (or its designee), to the extent specified in Rule 498A and within a time frame reasonably designed to assist the Company
in complying with the Company’s Website posting obligations under Rule 498A, as the Company may reasonably request sufficiently
in advance, in order to facilitate the Company’s continuous offering of the Contracts and the Fund’s securities. The
Parties agree that the Fund’s Offering Documents will not be provided any earlier than the date on which Offering Documents
are filed with the Securities and Exchange Commission (“SEC”) on EDGAR.



 


		(ii)	The Fund agrees to provide or make available the Shareholder
Reports and Portfolio Holdings to the Company (or its designee), to the extent specified in Rule 30e-3 and within a time frame
reasonably designed to assist the Company in complying with the Company’s Website posting obligations under Rule 30e-3 provided
that, to the extent requested by the Fund, the Company executes a non-disclosure agreement in the form that the Fund provides
to the Company prior to the provision of any portfolio holdings information. The Company covenants that it will not make public
any portfolio holdings information prior to the date on which the Fund files such information with the SEC on EDGAR, and will
keep portfolio holdings information confidential until such time. If the Fund does not provide the Company with its Complete Portfolio
Holdings pursuant to Rule 30e-3(b)(1)(iii) because they are currently included in the Shareholder Report, and later seeks to discontinue
including the Complete Portfolio Holdings in the Shareholder Report, the Fund will make a reasonable effort to give the Company
thirty (30) day’s advance written notice prior to implementing the change.



 


(c).          Format
of Fund Documents. The Fund shall provide the Fund Documents to the Company (or its designee) in an electronic format
that is suitable for website posting, and in a format, or formats, that:


 


		(i)	are both human-readable and capable of being printed
on paper in human-readable format (in accordance with paragraph (b)(3) of Rule 30e-3 and paragraph (h)(2)(i) of Rule 498A);



 


		(ii)	will enable the Company to permit persons accessing
the Statutory Prospectus and SAI for the Portfolios to move directly back and forth between each section heading in a table of contents of such document and the section of the document referenced
in that section heading (that is, these documents must include linking, in accordance with paragraph (h)(2)(ii) of Rule 498A);
and



 




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		(iii)	will enable the Company to permit persons accessing
the Fund Documents to permanently retain, free of charge, an electronic version of such Fund Documents that meet the requirements
of subparagraphs (h)(2)(i) and (ii) of Rule 498A (in accordance with paragraph (h)(3) of Rule 498A).



 


(d).          Website Hosting. The Company
or its designee shall host and maintain the website specified in paragraph (j)(1)(iii) of Rule 498A, so that the Fund Documents
are publicly accessible and free of charge at that website, in accordance with the conditions set forth in that paragraph, provided
that the Fund and DFAS fulfill their obligations under this Amendment.


 


		2.	Content of Fund Documents. The Fund shall be responsible
for the content and substance of the Fund Documents as provided to the Company, including, but not limited to, the accuracy and
completeness of the Fund Documents. Without limiting the generality of the foregoing in any manner, the Fund shall be responsible
for ensuring that the Fund Documents as provided to the Company:



 


(a).            Meet the applicable standards
of the 1933 Act, the Securities Exchange Act of 1934, as amended; the 1940 Act; and all rules and regulations under those Acts;
and


 


(b).            Do not contain any untrue
statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances
under which they are made, not misleading.


 


		3.	Provision of Fund Documents for Paper Delivery.



 


		(a)	The Fund shall provide the Company with a quantity of
paper copies of the then current Fund Documents as it deem reasonably sufficient. The Company, at its expense, may request additional
copies of Fund Documents from time to time in order that the Company may maintain a supply of such current paper documents sufficient
in its reasonable judgment to meet anticipated requests from Contract holders in order to comply with the requirements of paragraphs
(e) and (f) of Rule 30e-3 and paragraphs (i)(1) and (j)(3) of Rule 498A. Such Company requests shall be fulfilled reasonably promptly,
after the request from the Company or its agent is received by either the Fund or DFAS.



 


		(b)	Alternatively, if requested by the Company in lieu thereof,
the Fund or its designee shall provide such electronic or other documentation (including “camera ready” copies of
the current Fund Documents as set in type, or at the request of the Company, a .pdf format or other mutually agreeable form suitable
to be sent to a financial printer), and such other assistance as is reasonably necessary to have the then current Fund Documents
printed for distribution; the reasonable costs of providing the electronic documentation and of such printing
to be borne by the Company.



 




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		(c)	The costs of mailing the Fund Documents to Contract holders
shall be borne by the Company.



 


		4.	Expense and Performance Data for the Portfolios.
The Fund will provide such data regarding each Portfolio’s expense ratios and investment performance made publicly available
by the Fund that the Fund is required to prepare for inclusion in the Portfolio’s prospectuses. In this regard, the Fund
shall provide data on the expense ratios and investment performance for each of the Portfolios as listed in (a) – (c) below
(the “Portfolio Data”) as the Company may reasonably request. Without limiting the generality of the forgoing, the
Fund shall provide the Portfolio Data on a timely basis and as soon as reasonably practicable to facilitate the Company’s
preparation of its annually updated registration statement(s) for the Contracts (and as otherwise reasonably requested by the
Company);



 


(a).      the gross “Annual
Portfolio Company Expenses” for each Portfolio calculated in accordance with Item 3 of Form N-1A, before any expense
reimbursements or fee waiver arrangements for the time periods required in Form N-1A


 


(b).      the net “Annual
Portfolio Company Expenses” (aka “Total Annual Portfolio Operating Expenses”) for each Portfolio calculated
in accordance with Item 3 of Form N-1A, that include any expense reimbursements or fee waiver arrangements and the period
for which the expense reimbursements or fee waiver arrangement is expected to continue and whether it can be terminated by the
Portfolio (or Fund); and


 


(c). the “Average Annual Total Returns”
for each Portfolio (before taxes) as calculated pursuant to Item 4(b)(2)(iii) of Form N-1A and made publicly available by the Fund.


 


		5.	Construction of this Amendment and the Agreement.



 


(a).            This Amendment shall be interpreted
in a manner that is consistent with Rule 30e-3 under the 1940 Act and Rule 498A (including paragraph (j) thereof) under the 1933
Act and any interpretations of those Rules by the SEC, its staff, courts, or other appropriate legal authorities.


 


(b).           To the extent the terms of
this Amendment conflict with the terms of the Agreement, the terms of this Amendment shall control; otherwise, and except as otherwise
specifically set forth in this Amendment, the terms of the Agreement shall continue to apply, and shall apply to the duties, responsibilities,
rights and obligations of the Parties under and pursuant to this Amendment.


 


		6.	Termination. This Amendment shall terminate upon
the earlier of:



 


(a).      termination of the Agreement;
or


 


(b).      thirty (30) days written notice
from any Party to the other Parties.


 




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		7.	Counterparts and Delivery.  This Amendment may
be executed in two or more counterparts, each of which shall be an original and all of which together shall constitute one instrument.
A signed copy of this Amendment delivered by emailing a copy in .pdf form shall be treated as an original and shall bind all Parties
just as would the exchange of originally signed copies.



 


[Signature Page is on the Following Page]


 




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


 


	Company:	 
	MEMBERS
    Life Insurance Company	 
	 	 
	By:	 	 



	Name:	David
    Hanzlik	 



	Title:	VP,
    Annuity & Retirement	 



	Solutions	 



 


	Fund:	 
	DFA
    Investment Dimensions Group Inc.	 
	 	 
	By:	 	 



	Name:	Jeff
    Jeon	 



	Title:	Vice
    President	 



 


	DFAS:	 
	DFA
    Securities LLC	 
	 	 
	By:	 	 



	Name:	Kenneth
    M. Manell	 



	Title:	Vice
    President	 



 


	Adviser:	 
	Dimensional
    Fund Advisors LP	 
	 	 
	By:	 	 



	Name:	
    Carolyn O    	 



	Title:	Vice
    President	 




 



 






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