AMENDMENT NO. 10 TO FUND PARTICIPATION AGREEMENT
THIS AMENDMENT NO. 10 TO FUND PARTICIPATION AGREEMENT is effective November
1, 2009, by and among HARTFORD LIFE INSURANCE COMPANY (the "Company"), AMERICAN
CENTURY INVESTMENT SERVICES, INC. ("ACIS") and the investment advisor of the
Issuer, AMERICAN CENTURY INVESTMENT MANAGEMENT, INC. Capitalized terms not
otherwise defined herein shall have the meaning ascribed to them in the
Agreement (defined below).
RECITALS
WHEREAS, the Company, ACIS and Investment Advisor are parties to a certain
Fund Participation Agreement dated April 7, 1992, as amended April 18, 1996,
July 2, 1996, July 1, 1997, June 30, 1998, December 22, 1998, October 1, 2000,
April 1, 2002, July 14, 2003 and May 19, 2004 (the "Agreement"); and
WHEREAS, the parties desire to amend the Agreement to clarify that 12b-1
fees are paid to the Company's affiliate, Hartford Securities Distribution
Company, Inc., a broker-dealer registered with the Securities Exchange
Commission under the Securities Act of 1934, a member of the Financial Industry
Regulatory Authority, and affiliate of Hartford Life Insurance Company;
NOW, THEREFORE, pursuant to Section 18, the Agreement is hereby amended as
follows:
1. Hartford Securities Distribution Company, Inc. is hereby added as a
party to the Agreement.
2. Subsection 8(b) of the Agreement (as amended by Amendment No. 9 to the
Agreement, dated as of May 19, 2004, is hereby amended to delete the
word "Company" in the second place in which it appears in this
subsection and insert the following phrase: " Company's affiliate,
Hartford Securities Distribution Company, Inc." This sentence, as
amended, should read as follows:
"In consideration of performance of the Distribution Services
specified on EXHIBIT C by the Company, ACIS will pay the Company's
affiliate, Hartford Securities Distribution Company, Inc., a fee (the
"Distribution Fee") of 25 basis points (0.25%) of the average
aggregate amount invested by the Company in Advisor and/or A Class
shares of the Funds under this Agreement and 50 basis points (0.50%)
of the average aggregate amount invested by the Company in R Class
shares of the Funds under this Agreement."
3. A new subsection (f) is hereby added to the end of Section 8, to read
as follows:
1
"(f) Fees paid in accordance with each Fund's Rule 12b-l plan
will be made payable to the Company's affiliate, Hartford Securities
Distribution Company, Inc., a broker-dealer registered with the
Securities Exchange Commission under the Securities Act of 1934 and
member of the Financial Industry Regulatory Authority."
4. Section 19 is hereby deleted in its entity and restated to read as
follows:
"19 This Agreement and any amendments hereto may be executed
simultaneously in two or more counterparts, each of which shall be an
original and each of which shall constitute one and the same
instrument."
5. The first paragraph of indented language in Section 14 is hereby
amended to add the following to the end of this section:
If to Hartford Securities Distribution Company, Inc.:
Hartford Securities Distribution Company, Inc.
000 Xxxxxxxxx Xxxxxx
Xxxxxxxx, Xxxxxxxxxxx 00000
Attention: General Counsel
[Remainder of page intentionally left blank.]
2
IN WITNESS WHEREOF, the undersigned have executed this Amendment to the
Agreement.
HARTFORD LIFE INSURANCE COMPANY HARTFORD SECURITIES DISTRIBUTION
COMPANY, INC.
/s/ Xxxxxxx X. Xxxx /s/ Xxxxxxx X. Xxxx
------------------------------------ ------------------------------------
Print name and title Print name and title
Xxxxxxx X. Xxxx Xxxxxxx X. Xxxx
------------------------------------ ------------------------------------
Signature AVP Signature AVP
11/13/09 11/13/09
------------------------------------ ------------------------------------
Date Date
AMERICAN CENTURY AMERICAN CENTURY
INVESTMENT SERVICES, INC. INVESTMENT MANAGEMENT, INC.
Xxxxx X. Xxxxxxx, Vice President Xxxx X. Xxxxx, Vice President
------------------------------------ ------------------------------------
Print name and title Print name and title
/s/ Xxxxx X. Xxxxxxx /s/ Xxxx X. Xxxxx
------------------------------------ ------------------------------------
Signature Signature
11/9/09 11/9/09
------------------------------------ ------------------------------------
Date Date
3
