SIXTH AMENDMENT TO RETAIL FUND PARTICIPATION AGREEMENT
RETAIL FUND PARTICIPATION AGREEMENT
THIS AMENDMENT to the Retail Fund Participation Agreement is made and entered into as of March 8th, 2016 by and among Hartford Life Insurance Company (the “Company’’) acting through its administrator and attorney-in-fact, Massachusetts Mutual Life Insurance Company (“MassMutual”), AllianceBernstein Investor Services, Inc. (“ABIS”) and AllianceBernstein Investments, Inc. (“ABI”) and (collectively, the “parties”).
WHEREAS, the parties have entered into a Retail Fund Participation Agreement dated as of July 2, 2001 (the “Agreement”), pursuant to which the Company undertakes to perform administrative services on behalf of certain open-end investment companies registered under the Investment Company Act of 1940 (the “Funds”), of which certain share classes of certain Portfolios are investment options for certain group funding arrangements issued by the Company in connection with certain retirement plans intended to meet the qualification requirements of Sections 401, 403(b) or 457 of the Internal Revenue Code of 1986, as amended (the “Plans”); and
WHEREAS, the parties now desire to amend that Agreement to allow for the addition of certain Funds or share classes of Funds.
NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein, the parties hereby amend the Agreement as follows:
1. Schedules A and B of the Agreement are hereby deleted and replaced in their entirety by the Schedules A and B attached hereto.
2. This Amendment may be executed in counterparts, each of which shall be an original and both of which shall constitute one instrument.
IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the date set forth above.
Hartford Life Insurance Company, Inc. |
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AllianceBernstein Investor Services, Inc. | ||
By Massachusetts Mutual Life Insurance |
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Company, Its Administrator |
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By: |
[Redacted] |
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By: |
[Redacted] |
Name: |
[Redacted] |
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Name: |
[Redacted] |
Title: |
Senior Vice President |
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Title: |
Director & Secretary |
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AllianceBernstein Investments, Inc. | ||
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By: |
[Redacted] |
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Name: |
[Redacted] |
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Title: |
Director & Secretary |
SCHEDULE A
Company Separate Accounts
and
Available Funds
Separate Accounts
Each Separate Account established by resolution of the Board of Directors of the Company under the insurance laws of the State of Connecticut to set aside and invest assets attributable to the Contracts. Currently, those Separate Accounts are as follows:
401Market
K, Kl, K2, K3, K4,
TK, TK1, TK2, TK3, TK4
VK, VK1, VK2, VK3, VK4
UK, XX0, XX0, XX0, XX0
403 and 457 Markets
DCI, DCII, DCIII, DCIV, DCV, DCVI, 457, 401,UFC,
Separate Account Two,
Separate Account Eleven,
Separate Account Twelve,
Separate Account Fourteen
Available Funds
Class A, R, I, Z and advisor class shares of any Portfolio agreed to by the parties, except the AB Exchange Reserves Fund.
SCHEDULE B
FEES
In consideration of the services provided by the Company, ABIS and ABI each agree to pay the Company or its broker-dealer affiliate, if appropriate, an amount equal to the following basis points per annum on the total average aggregate amount invested by the Company’s Separate Account(s) in each Fund under the Agreement, such amounts to be paid within 30 days of the end of each calendar quarter.
Share Classes of |
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Service Fees |
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12b-1 Fees |
A |
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0.30% (30 basis points) |
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0.25% |
Advisor |
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0.30% (30 basis points) |
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0.00% |
R |
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0.30% (30 basis points) |
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0.50% |
I |
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0.15% (15 basis points) |
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0.00% |
Z |
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0.00% (0 basis points) |
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0.00% |
The parties understand and agree that Service Fees shall only be payable with respect to defined contribution plans. For the avoidance of doubt, ABIS shall not pay Service Fees with respect to defined benefit plans.
The Company shall calculate the amount of each quarterly payment and shall deliver to ABIS a quarterly statement showing the calculation of the amount of Service Fees payable to the Company for the quarter, along with such other supporting data as may be reasonably requested by ABIS.