CONSENT TO ASSIGNMENT
Reference is made to the agreement(s) between or among Hartford Life (together
with any predecessors or successors in interest thereto, "Hartford" or "you")
and OppenheimerFunds, Inc. ("Xxxxxxxxxxx" or "OFI"), among other parties, listed
on the attached SCHEDULE A relating to sales or other transactions in shares of
the Xxxxxxxxxxx family of mutual funds ("Funds"), pursuant to which you may
provide some or all of the following services: personal services, administrative
services, marketing and distribution support, networking or sub-accounting,
recordkeeping services, and services relating to the promotion, offering,
marketing or distribution of the Funds and/or retention of assets maintained in
the Funds, as applicable.
OFI desires to assign all of its interests, rights, duties, and obligations in
and under such agreement(s) now in existence, as well as any prior agreements,
written or oral, between or among you and OFI, including without limitation, all
schedules, exhibits and licenses granted thereunder (collectively, the
"Agreements"), to Shareholder Services, Inc. ("SSI"), a Colorado corporation and
a wholly-owned subsidiary of OFI (the "Assignment"), and SSI desires to accept
such Assignment, effective on or about December 31, 2012 ("Effective Date"). SSI
will be adequately capitalized and appropriately staffed to be able to satisfy
the duties and obligations so assigned.
OFI seeks Hartford's consent for the duly authorized Assignment, and also seeks
a waiver of any provision of the Agreements restricting assignments, amendments
or notice periods. In consideration of the foregoing, the parties hereby agree
as follows:
1. The services provided and payment obligations under the terms of the
Agreements will remain in place, and payments will be made in the same
manner and frequency as payments you are currently receiving pursuant to
the terms of the applicable Agreements.
2. Hartford consents to the Assignment and agrees that SSI shall replace OFI
as a contracting party to the Agreements. Each reference in the Agreements
to OppenheimerFunds, Inc. shall be replaced in its entirety with a
reference to Shareholder Services, Inc., as applicable. Hartford hereby
consents to SSI succeeding to all of OFI's rights, obligations, interests
and liabilities under the Agreements and to the substitution in all
respects of SSI for OFI as a party to the Agreements, as applicable. OFI is
hereby discharged from any continuing duties and obligations under the
Agreements as of the Effective Date.
3. To the extent that any provision of the Agreements and this Consent to
Assignment are in conflict, the terms of this Consent to Assignment shall
control. The Agreements are ratified in all other respects, and all other
terms and conditions set forth in the Agreements remain unchanged and in
full force and effect.
4. In connection with the execution of this Consent to Assignment, any
document delivery method specified in the Agreements shall be waived. As of
the Effective Date, notices, correspondence and any other communication
required by or related to the Agreements, if to OppenheimerFunds, Inc.
currently, shall be delivered to:
Shareholder Services, Inc.
0000 Xxxxx Xxxxxx Xxx
Xxxxxxxxxx, XX 00000
This Consent to Assignment may be executed in counterparts and in electronic
form, each of which shall be deemed to be an original, and all of which taken
together shall constitute one and the same instrument.
[THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK.]
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IN WITNESS WHEREOF, we have caused this Consent to Assignment to be duly
executed and delivered as of August 6, 2012.
OppenheimerFunds, Inc.
By: /s/ Xxxxxx Xxxxx
---------------------------------
Name: Xxxxxx Xxxxx
---------------------------------
Title: Senior Vice President
---------------------------------
HARTFORD SECURITIES DISTRIBUTION
By: /s/ Xxxxxxx X. Xxxx
---------------------------------
Name: Xxxxxxx X. Xxxx
---------------------------------
Title: AVP
---------------------------------
Acknowledged and accepted by:
Shareholder Services, Inc.
By: /s/ Xxxxxx Xxxxx
-------------------------------
Name: Xxxxxx Xxxxx
-------------------------------
Title: Senior Vice President
-------------------------------
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SCHEDULE A
1. Participation Agreement, dated September 20, 2000, by and among
OppenheimerFunds Services, OppenheimerFunds Distributor, Inc., and Hartford
Life Insurance Company
a. First Amendment, dated May 1, 2002, to the Retail Fund
Participation Agreement, dated September 20, 2000, between
OppenheimerFunds Services, a division of OppenheimerFunds, Inc.,
OppenheimerFunds Distributor, Inc., and Hartford Life Insurance
Company
b. Second Amendment, dated May 1, 2003, to the Retail Fund
Participation Agreement, dated September 20, 2000, between
OppenheimerFunds Services, a division of OppenheimerFunds, Inc.,
OppenheimerFunds Distributor, Inc., and Hartford Life Insurance
Company
c. Third Amendment, dated September 30, 2004, Retail Fund
Participation Agreement, dated September 20, 2000, between
OppenheimerFunds Services, a division of OppenheimerFunds, Inc.,
OppenheimerFunds Distributor, Inc., and Hartford Life Insurance
Company
d. Fourth Amendment, dated November 1, 2004, Retail Fund
Participation Agreement, dated September 20, 2000, between
OppenheimerFunds Services, a division of OppenheimerFunds, Inc.,
OppenheimerFunds Distributor, Inc., and Hartford Life Insurance
Company
e. Fifth Amendment, dated January 2,2 2008, Retail Fund
Participation Agreement, dated September 20, 2000,
OppenheimerFunds Services, a division of OppenheimerFunds, Inc.,
OppenheimerFunds Distributor, Inc., OppenheimerFunds, Inc., and
Hartford Life Insurance Company
f. Sixth Amendment, dated February 25, 2011, to the Retail Fund
Participation Agreement, dated September 20, 2000, between
OppenheimerFunds, Inc., on behalf of OppenheimerFunds Services,
OppenheimerFunds Distributor, Inc., and Hartford Life Insurance
Company
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