AMENDMENT #4 TO
RETAIL FUND PARTICIPATION AGREEMENT
THIS AMENDMENT is made and entered into as of the 28th day of June, 2011,
by and among HARTFORD LIFE INSURANCE COMPANY (hereinafter the "Company"), on its
own behalf and on behalf of each separate account of the Company set forth in
SCHEDULE A hereto, as may be amended from time to time (each such account
hereinafter referred to as a "SEPARATE ACCOUNT"), and MUNDER SERIES TRUST and
MUNDER SERIES TRUST II (f/k/a The Munder Framlington Funds Trust) (hereinafter
the "FUNDS"), each on its own behalf and on behalf of each separate series of
the Funds set forth in SCHEDULE A hereto, as may be amended from time to time.
WITNESSETH:
WHEREAS, on April 23, 2010, the Munder Technology Fund was merged with and
into the Munder Internet Fund (n/k/a the Munder Growth Opportunities Fund), a
series of Munder Series Trust;
WHEREAS, on April 8, 2011, the Munder Healthcare Fund, the sole remaining
series of Munder Series Trust II, and the Munder Energy Fund were merged with
and into the Munder Growth Opportunities Fund;
WHEREAS, the name of the Munder Small-Cap Value Fund will be changed to the
Munder Veracity Small-Cap Value Fund, and the ticker symbols and CUSIPs for the
Fund will be changed following the merger of the Veracity Small Cap Value Fund
and Munder Small-Cap Value on or about May 13, 2011;
WHEREAS, the parties desire to modify the compensation payable under this
Agreement to be comparable to that payable to the Company (or its affiliates)
under the Retirement Plan Mutual Fund Program Administrative and Shareholder
Services Agreement dated as of October 19, 2010 by and among Munder Series
Trust, Munder Series Trust II, Munder Capital Management, Hartford Securities
Distribution Company, Inc. and Hartford Retirement Services, LLC; and
WHEREAS, the parties desire to amend SCHEDULE A and SCHEDULE B to reflect
these changes.
NOW, THEREFORE, in consideration of their mutual promises, the parties
agree as follows:
1. All capitalized terms used herein and not otherwise defined shall have
the meanings ascribed to them in the Agreement.
2. Munder Series Trust II is hereby removed as a party to this Agreement.
3. SCHEDULE A to the Agreement is hereby deleted and replaced in its
entirety with the attached SCHEDULE A.
4. SCHEDULE B to the Agreement is hereby deleted and replaced in its
entirety with the attached SCHEDULE B.
5. All remaining provisions of the Agreement shall remain in full force
and effect.
IN WITNESS WHEREOF, each of the parties hereto has caused this Amendment to
be executed in its name and behalf by its duly authorized representative as of
the date first written above.
HARTFORD LIFE INSURANCE COMPANY MUNDER SERIES TRUST
MUNDER SERIES TRUST II
(f/k/a/ The Munder Framlington Funds
Trust)
By: /s/ Xxxxxxx X. Xxxx By: /s/ Xxxxxxx Xxxxxxxxxxx
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Name: Xxxxxxx X. Xxxx Name: Xxxxxxx Xxxxxxxxxxx
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Title: AVP Title: Vice President
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MUNDER CAPITAL MANAGEMENT
(Solely with respect to the payment obligation described in Schedule B, Part II)
By: /s/ Xxxxxxx Xxxxxxxxxxx
-----------------------------------
Name: Xxxxxxx Xxxxxxxxxxx
-----------------------------------
Title: Managing Director & General Counsel
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DATED: JUNE 28, 2011
SCHEDULE A
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:
401 MARKET
K, K1, 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, 403, UFC, Eleven
CLASS A CLASS A CLASS Y CLASS Y CLASS R CLASS R
FUND CUSIP SYMBOL CUSIP SYMBOL CUSIP SYMBOL
------------------------------------- --------- ------- --------- ------- --------- -------
Munder Asset Allocation Fund-Balanced 626129647 MUBAX 626129662 MUBYX N/A N/A
Munder Bond Fund 626129423 MUCAX 626129449 MUCYX N/A N/A
Munder Growth Opportunities Fund 626124648 MNNAX 626124291 MNNYX 626127401 MNNRX
Munder Index 500 Fund 626129761 MUXAX 626129787 MUXYX 626127609 MUXRX
Munder International Equity Fund 626129738 MUIAX 626129753 MUIYX N/A N/A
Munder International Fund-Core Equity 626127740 MAICX 626127724 MICYX N/A N/A
Munder International Small-Cap Fund 626127690 MISAX 626127674 MYSIX N/A N/A
Munder Large-Cap Growth Fund 626124200 MUSAX 626124309 MUSYX N/A N/A
Munder Large-Cap Value Fund 626129688 MUGAX 626129712 MUGYX 626127815 MUGRX
Munder Micro-Cap Equity Fund 626124572 MMEAX 626124531 MMEYX 626127708 MMERX
Munder Mid-Cap Core Growth Fund 626124283 MGOAX 626124242 MGOYX 626127302 MMSRX
Munder Veracity Small-Cap Value Fund 626127484 VSCVX 626127492 VSVIX 626127518 MRVSX
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DATED: JUNE 28, 2011
SCHEDULE B
In consideration of the services provided by the Company pursuant to this
Agreement, the Company or its affiliate Hartford Securities Distribution
Company, Inc. shall be entitled to compensation in an amount equal to the
following basis points per annum on the average aggregate amount invested by the
Company's Separate Account(s) in the applicable class of each Portfolio under
the Fund Participation Agreement, except that no fee shall be payable with
respect to assets invested in any Index or Money Market Fund:
PART I
12b-1 FEES
Provided that the party responsible for the sale of Class A or Class R shares
within the Contracts, including without limitation Company or its affiliates
(each, a "Seller"), has entered into a Dealer Agreement with the Fund
Distributor or its successor, the Funds will pay or cause to be paid to such
Seller all 12b-I fees paid with respect to such Class A or Class R shares in
accordance with the Funds' current payout schedule. Subject to change without
notice, as of the date of this Schedule B, the Funds pay or cause to be paid
12b-1 fees as follows:
CLASS A CLASS R
FUND(S) 12b-1 FEES 12b-1 FEES
---------------------------------- ---------- ----------
All Funds except Index 500 Fund 0.25% 0.50%
Index 500 Fund 0.15% 0.50%
No 12b-1 fees are payable with respect to Class Y shares.
PART II
SHAREHOLDER SERVICE FEE
Munder Capital Management will pay the following compensation, which shall be
calculated and paid at the end of each calendar quarter within 30 days of
receipt from the Company of a statement showing the amount of the compensation
payable under this Part II.
CLASS A
An annual fee of 0.05% of the average daily amount invested by the Plans in
Class A shares of all Funds except Munder Index 500 Fund, for which no fee shall
be paid.
CLASS Y
No fee shall be paid with respect to assets invested by the Plans in Class Y
shares.
CLASS RETIREMENT ("R")
An annual fee of 0.05% of the average daily amount invested by the Plans in
Class R shares of all Funds except Munder Index 500 Fund, for which no fee shall
be paid.
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PART III
ADMINISTRATIVE FEE
The Funds will pay the following Administrative Fee, which shall be calculated
and paid at the end of each calendar quarter within 30 days of receipt from the
Company of a statement showing the total number of accounts and assets invested
in each Portfolio by each Separate Account and the calculation of the fees
payable under this Part III.
Class A shares: 25 basis points
Class R shares: 25 basis points
Class Y shares: 25 basis points
Notice to Munder Capital Management and/or the Funds (which may be combined)
will be sent by the Company within a reasonable time following the completion of
the period for which payment is sought. Notwithstanding the foregoing, Munder
Capital Management or the Funds may request back-up documentation that supports
the fee calculation within fifteen (15) days after receipt of the billing
notice. The review by the Munder Capital Management or the Funds of the back-up
documentation shall not exceed fifteen (15) business days.
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