AMENDMENT TO
AGREEMENT
This amendment (the "AMENDMENT") to the Retail Fund Participation Agreement
dated July 1, 2004, between Columbia Management Investment Distributors, Inc.
(as successor to Columbia Funds Distributor, Inc.) (the "Underwriter") and
HARTFORD LIFE INSURANCE COMPANY (the "Company") (the "Agreement"), is entered
into this 30 day of Dec 2013. Capitalized terms used herein and not otherwise
defined shall have the same meaning as in the Agreement.
RECITALS
WHEREAS, certain features for Class A, R3, R4, R5, Y and Z shares of the
Columbia Funds (the "Funds") changed in the fourth quarter of 2012 and the first
quarter of 2013, including certain changes to Fund share class names, fee
structures, and eligibility requirements; the reopening of certain Fund share
classes; and the partial closing of certain Fund share classes;
WHEREAS, among other changes, then-existing Class R4 shares were re-named
Class K shares on or about October 25, 2012;
WHEREAS, among other changes, then-existing Class R3 shares were re-named
Class R4 shares on or about October 31, 2012 and are no longer subject to a
0.25% distribution fee or 0.25% plan administration fee effective November 1,
2012;
WHEREAS, all changes to Fund share class features, including those features
specifically referenced in these Recitals, were effective on the dates specified
in each applicable Prospectus, as supplemented;
WHEREAS, pursuant to a certain Reinsurance Agreement dated January 1, 2013
between the Company and Massachusetts Mutual Life Insurance Company
("MassMutual"), the Company ceded to MassMutual, and MassMutual agreed to
assume, certain liabilities in respect of the Contracts, and in connection
therewith, pursuant to an Administrative Services Agreement between the Company
and MassMutual, also dated January 1, 2013, the Company appointed MassMutual as
its exclusive agent and attorney-in-fact to perform certain of its obligations,
and all necessary services in respect of the Contracts and the Separate
Accounts, under the Agreement;
WHEREAS, Underwriter and Company are parties to the Agreement and desire to
amend the Agreement in the manner hereinafter set forth;
NOW, THEREFORE, the parties agree as follows:
1. FEES. Effective as of November 1, 2012, Schedule B of the Agreement is
revised in its entirety to read in the form attached hereto. Company
acknowledges the anticipated name changes to Class R3 and R4 shares
referenced in the Recital clauses. Company also acknowledges and agrees that
Fees are payable only with respect to shares maintained in omnibus accounts
and are subject to the eligibility requirements for each Fund share class.
Document Number: 327437
2. AMENDMENT. This Amendment may be executed by the parties hereto in separate
counterparts, each of which when so executed and delivered shall be an
original but all of which taken together will constitute one and the same
instrument.
As modified herein, the Agreement is confirmed and shall remain in full
force and effect.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Amendment as of the date and year first above written.
HARTFORD LIFE INSURANCE COMPANY
BY MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY, ITS ADMINISTATOR
By: /s/ Xxxx Xxxxxxx
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Name: Xxxx Xxxxxxx
Title: Senior Vice President
COLUMBIA MANAGEMENT INVESTMENT DISTRIBUTORS, INC.
By: /s/ Xxxxx X. Xxxxx
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Name: Xxxxx X. Xxxxx
Title: Vice President
SCHEDULE B
COMPENSATION
In consideration of the Administrative Services provided by Company
pursuant to the Agreement to which this is attached, Underwriter shall pay
Company an amount equal to 25 bps ON CLASS A, R, R4, AND Z SHARES, 10 bps ON
CLASS K AND R5 SHARES AND 0 bps ON CLASS Y SHARES per annum of the average daily
net asset value of Fund Shares held in the Accounts, each calendar quarter.
EXCEPTIONS: 10 bps ON ALL INDEX FUND SHARES, 0 bps ON ALL MONEY MARKET FUND
SHARES
In addition, with respect to CLASS K SHARES, Underwriter shall pay Company THE
PLAN ADMINISTRATION FEE COLLECTED FROM THE FUNDS IN AN AMOUNT EQUAL TO 25 bps
PER ANNUM OF THE AVERAGE DAILY NET ASSET VALUE OF CLASS K SHARES.
Company shall calculate this payment at the end of each calendar quarter
and shall forward an invoice in a mutually agreeable electronic format to
Underwriter or its designee, along with such other supporting data as may be
reasonably requested by Underwriter. Such invoice, at a minimum, shall designate
the Funds in which assets are invested and shall identify: (1) the Account
number(s) for each Plan, if applicable, (2) the average daily net asset value of
Fund shares held in the Account(s) on which the fee is paid and (3) the amount
of such fee. Underwriter shall make such payment to Company via check within
thirty (30) days after receipt of the invoice.