EXECUTION COPY
Exhibit h.1
TRANSFER AGENCY AND SERVICE AGREEMENT
AGREEMENT made as of the 1 day of February, 2006, by and among The Hartford
Mutual Funds, Inc., a Maryland corporation, having its principal office and
place of business at ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ and
Hartford Mutual Funds II, Inc, a Maryland corporation having its principal
office and place of business at ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇
▇▇▇▇▇ (together, the "Funds"), and Hartford Administrative Services Company
("HASCO"), having its principal office and place of business at ▇▇▇ ▇▇▇▇▇▇▇▇▇▇
▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇. This Agreement is intended to take effect as
if entered into among the Funds on behalf of each of its series of shares (each
a "Portfolio"), severally, and HASCO, and the provisions of this Agreement shall
be construed accordingly.
WHEREAS, the Funds are authorized to issue shares in separate series and
classes within each series; and
WHEREAS, the Funds, on behalf of each Portfolio, desire to appoint HASCO as
transfer agent, dividend disbursing agent and agent in connection with certain
other activities, and HASCO desires to accept such appointment.
NOW, THEREFORE, in consideration of the mutual covenants herein contained,
the parties hereto agree as follows:
1. TERMS OF APPOINTMENT; DUTIES OF HASCO
1.1 Subject to the terms and conditions set forth in this Agreement, the
Funds, on behalf of the Portfolios, hereby employ and appoint HASCO to
act as, and HASCO agrees to act as its transfer agent for each of the
Funds' authorized and issued shares of its common stock ("Shares"),
dividend disbursing agent and agent, in connection with any
accumulation, open-account or similar plans provided to the
shareholders of each of the respective Portfolios of the Funds
("Shareholders") and set out in the currently effective prospectuses
and statements of additional information ("prospectuses") of the
Funds.
1.2 HASCO agrees that it will perform the following services:
(a) In accordance with procedures as may be established from time to
time by agreement between the Funds on behalf of each of the
Portfolios, as applicable and HASCO, HASCO shall:
(i) Receive for acceptance, orders for the purchase of Shares,
and promptly deliver payment and appropriate documentation
thereof to the custodian of the Funds (the "Custodian");
(ii) Pursuant to purchase orders, issue the appropriate number of
Shares and hold such Shares in the appropriate Shareholder
accounts;
(iii) Receive for acceptance redemption requests and redemption
directions and deliver the appropriate documentation thereof
to the Custodian;
(iv) In respect to the transactions in items (i), (ii) and (iii)
above, HASCO is authorized to accept purchase orders and
redemption requests from broker-dealers authorized by the
Funds and from investors;
(v) At the appropriate time as and when it receives monies paid
to it by the Custodian with respect to any redemption, pay
over or cause to be paid over in the manner requested such
monies to the redeeming Shareholders;
(vi) Effect transfers of Shares by the registered owners thereof
upon receipt of appropriate instructions;
(vii) Prepare and transmit payments for dividends and
distributions declared by the Funds on behalf of each
Portfolio; and effect (as requested by Shareholders) the
reinvestment thereof;
(viii) Maintain Shareholder account records and advise the Funds
and their Shareholders as to the foregoing;
(ix) Record the issuance of shares of the Funds and maintain
pursuant to SEC Rule 17Ad-10(e) a record of the total number
of Shares that are authorized, issued and outstanding. HASCO
shall also provide the Funds on a regular basis with the
total number of shares that are authorized, issued and
outstanding and shall have no obligation, when recording the
issuance of shares, to be responsible for any laws relating
to the issue or sale of such shares, which function shall be
the sole responsibility of the Funds; and
(x) Upon instruction from the principal underwriter of the
Funds, deduct applicable front end sales charges from
purchase payments and applicable deferred sales charges from
redemption payments and remit them to the appropriate party.
(b) In addition to the services set forth in paragraph (a), HASCO
shall (i) perform the customary services of a transfer agent,
dividend disbursing agent and, as relevant, agent in connection
with accumulation, open-account or other similar plans (including
without limitation any periodic
-2-
investment plan or periodic withdrawal program), including but
not limited to: maintaining Shareholder accounts, preparing
Shareholder meeting lists, mailing proxies, mailing Shareholder
reports and prospectuses to current Shareholders, withholding
taxes on U.S. resident and non-resident alien accounts, preparing
and filing U.S. Treasury Department Forms 1099 and other
appropriate forms required with respect to dividends and
distributions by federal authorities for all Shareholders,
preparing and mailing confirmation forms and statements of
account to Shareholders for purchases and redemptions of Shares
and other confirmable transactions in Shareholder accounts (as
are required by law), preparing and mailing activity statements
for Shareholders, and providing Shareholder account information,
and (ii) provide a system which will enable the Funds to monitor
the total shares sold in each state.
(c) The Funds shall (i) identify to HASCO in writing those
transactions and assets to be treated as exempt from blue sky
reporting for each State and (ii) verify the establishment of
transactions for each State on the system prior to activation and
thereafter monitor the daily activity for each State. The
responsibility of HASCO for the Fund's blue sky State
registration status is solely limited to the initial
establishment of transactions subject to blue sky compliance by
the Funds and the reporting of such transactions to the Funds as
provided above.
(d) HASCO may, in its discretion and without further consent on the
part of the Funds, subcontract with a sub-transfer agent or
broker-dealer (each a "Designated Partner") for the performance
of HASCO's obligations to provide services hereunder to accounts
of Shareholders who are clients of such Designated Partner,
provided, further, that HASCO shall be as fully responsible to
the Funds for the acts and omissions of any Designated Partner as
it is for its own acts and omissions.
(e) HASCO may, in its discretion and without further consent on the
part of the Funds, appoint third party plan administrators (each
a "TPA") to provide record keeping and related services to
participants in plans which are Shareholders in the Funds,
provided that HASCO shall be as fully responsible to the Funds
for the acts and omissions of any TPA as it is for its own acts
and omissions.
(f) HASCO shall provide additional services on behalf of the Funds
(e.g., escheatment services) which may be agreed upon in writing
between the Funds and HASCO.
(g) HASCO shall provide all services necessary to monitor shareholder
activity in the funds in order to detect and prevent market
timing and excessive trading in shares of the Funds as described
in the Policies and Procedures Relating to Market Timing and
Excessive Trading in Shares of
-3-
the Funds, as such may be amended by the Board of Directors of
the Funds from time to time.
(h) HASCO will ensure Designated Partners and TPAs appointed by HASCO
shall agree (i) to provide HASCO with information regarding
trading in Fund shares by participant accounts sufficient to
enable HASCO to enforce the market timing policy set forth in the
Funds' prospectus; and (ii) to the extent required by Rule 22c-2
under the Investment Company Act of 1940, to execute HASCO's
instructions to restrict or prohibit further purchases or
exchanges of Fund shares by a specific participant who has
violated the Funds' policy.
(i) HASCO hereby acknowledges receipt of a copy of the Funds'
anti-money laundering ("AML") compliance program, and HASCO
agrees to implement the requirements of the AML compliance
program with respect to purchases of the Funds' shares. In
accordance with mutually-agreed procedures, HASCO shall use its
best efforts in carrying out such agreed functions consistent
with the requirements of the Funds' AML program. The Funds
acknowledge that their Shareholders are customers of the Funds
and not customers of HASCO and the Funds retain legal
responsibility under the USA PATRIOT Act for AML compliance with
respect to transactions in their shares. HASCO agrees to
cooperate with any request from examiners of United States
Government agencies having jurisdiction over the Funds for
information and records relating to the Funds' AML program and
consents to inspection by such examiners for this purpose.
(j) In accordance with Regulation S-P of the Securities and Exchange
Commission, "Nonpublic Personal Information" includes (1) all
personally identifiable financial information; (2) any list,
description, or other grouping of consumers (and publicly
available information pertaining to them) that is derived using
any personally identifiable financial information that is not
publicly available information; and (3) any information derived
therefrom. HASCO must not use or disclose Nonpublic Personal
Information for any purpose other than to carry out the purpose
for which Nonpublic Personal Information was provided to HASCO as
set forth in this Agreement, and agrees to cause its employees,
agents, representatives, or any other party to whom HASCO may
provide access to or disclose Nonpublic Personal Information to
limit the use and disclosure of Nonpublic Personal Information to
that purpose. HASCO agrees to implement appropriate measures
designed to ensure the security and confidentiality of Nonpublic
Personal Information, to protect such information against any
anticipated threats or hazards to the security or integrity of
such information, and to protect against unauthorized access to,
or use of, Nonpublic Personal Information that could result in
substantial harm or inconvenience to any customer of the Funds.
HASCO
-4-
further agrees to cause all its agents, representatives,
subcontractors, or any other party to whom HASCO may provide
access to, or disclose, Nonpublic Personal Information to
implement appropriate measures designed to meet the objectives
set forth in this paragraph. With respect only to the provisions
of this Section, HASCO agrees to indemnify and hold harmless the
Funds and any officer or director or trustee of the Board ("Board
member"), against losses, claims, damages, expenses, or
liabilities to which the Funds, or any officer or Board member of
the Funds, may become subject as the result of (1) a material
breach of the provisions of this section of the Agreement or (2)
any acts or omissions of HASCO, or of any of its officers,
directors, employees, representatives, subcontractors or agents,
that are not in accordance with this Agreement, including, but
not limited to, any violation of any federal statute or
regulation. Notwithstanding the foregoing, no party shall be
entitled to indemnification pursuant to this Section if such
loss, claim, damage, expense, or liability is due to the willful
misfeasance, bad faith, gross negligence, or reckless disregard
of duty by the party seeking indemnification.
(k) Procedures establishing criteria to be used by HASCO in selecting
Designated Partners and TPAs with respect to these services in
this Section 1 shall be established from time to time by
agreement between the Funds on behalf of each Portfolio and
HASCO.
2. FEES AND EXPENSES
2.1 For the performance by HASCO pursuant to this Agreement, the Funds
agree on behalf of each of the Portfolios to pay HASCO an annual
maintenance fee (the "TA Fee") for each Shareholder Participant
Account (as defined below) per Portfolio according to the Fee Schedule
attached hereto as Exhibit A. Such fees and out-of-pocket expenses and
advances identified under Section 2.2 below may be changed from time
to time subject to mutual written agreement between the Funds and
HASCO. A "Shareholder Participant Account" shall mean (i) any
shareholder account maintained on the books and records of HASCO, (ii)
any shareholder account maintained on the books and records of a
Designated Partner appointed by HASCO pursuant to Section 1.2(d), and
(iii) the account of any plan participant that is a beneficial owner
of Shares which is maintained on the books and records of a TPA
engaged by HASCO pursuant to Section 1.2(e).
2.2 Unless otherwise provided in Exhibit A hereto, in addition to the fee
paid under Section 2.1 above, the Funds agree on behalf of each of the
Portfolios to reimburse HASCO for reasonable out-of-pocket expenses
specifically incurred and directly related to the services provided
hereunder, including but not limited to: confirmation production,
postage, forms, telephone, microfilm, microfiche, tabulating proxies,
records storage, or advances incurred by HASCO for the items
-5-
set out in the fee schedule attached hereto. In addition, any other
expenses incurred by HASCO at the request or with the consent of the
Funds, will be reimbursed by the Funds on behalf of the applicable
Portfolio.
2.3 The Funds agree on behalf of each of the Portfolios to pay all fees
and reimbursable expenses within fifteen days following the receipt of
the respective billing notice. Postage for mailing of dividends,
proxies, Fund reports and other mailings to all Shareholders
Participant Accounts shall be advanced to HASCO by the Funds at least
seven (7) days prior to the mailing date of such materials.
3. REPRESENTATIONS AND WARRANTIES OF HASCO
HASCO represents and warrants to the Funds that:
3.1 It is a corporation duly organized and existing and in good standing
under the laws of Minnesota.
3.2 It is duly qualified to carry on its business in the State of
Minnesota and is duly registered as a transfer agent pursuant to
Section 17A(c)(2) of the Securities Exchange Act of 1934, as amended.
3.3 It is empowered under applicable laws and by its Charter and By-Laws
to enter into and perform this Agreement.
3.4 All requisite corporate proceedings have been taken to authorize it to
enter into and perform this Agreement.
3.5 It has and will continue to have access to the necessary facilities,
equipment and personnel to perform its duties and obligations under
this Agreement.
3.6 It has and will continue to have necessary procedures and policies in
place reasonably designed to comply with Rule 38a -1 of the Investment
Company Act of 1940, as amended.
4. REPRESENTATIONS AND WARRANTIES OF THE FUNDS
The Funds represent and warrant to HASCO that:
4.1 They are each corporations duly organized and existing and in good
standing under the laws of the State of Maryland.
4.2 Each is empowered under applicable laws and by its Articles of
Incorporation and By-Laws to enter into and perform this Agreement.
4.3 All corporate proceedings required by such Articles of Incorporation
and By-Laws have been taken to authorize them to enter into and
perform this Agreement.
-6-
4.4 Each is registered as an open-end, management investment company under
the Investment Company Act of 1940, as amended.
4.5 A registration statement under the Securities Act of 1933, as amended,
is currently effective, and will remain in effect, for each series and
class of Shares, and appropriate securities law filings have been made
and will continue to be made with the SEC with respect to all of the
Funds. The Funds shall notify HASCO when such registration statement
shall have been amended to include additional series of the Fund and
shall notify HASCO if such registration statement or any state
securities registration or qualification has been terminated or a stop
order has been entered with respect to the Shares.
5. DATA ACCESS AND PROPRIETARY INFORMATION
5.1 The Funds acknowledge that the data bases, computer programs, screen
formats, report formats, interactive design techniques, and
documentation manuals furnished to the Funds by HASCO as part of their
ability to access certain Funds-related data ("Customer Data")
maintained by HASCO on data bases under the control and ownership of
HASCO ("Data Access Services") constitute copyrighted, trade secret,
or other proprietary information (collectively, "Proprietary
Information") of substantial value to HASCO or other third party. In
no event shall Proprietary Information be deemed Customer Data. The
Funds agree to treat all Proprietary Information as proprietary to
HASCO and further agree that it shall not divulge any Proprietary
Information to any person or organization except as may be provided
hereunder. Without limiting the foregoing, the Funds agree for
themselves and their employees and agents:
(a) to access Customer Data solely from locations as may be
designated in writing by HASCO and solely in accordance with
HASCO's applicable user documentation;
(b) to refrain from copying or duplicating in any way the Proprietary
Information;
(c) to refrain from obtaining unauthorized access to any portion of
the Proprietary Information, and if such access is inadvertently
obtained, to inform in a timely manner of such fact and dispose
of such information in accordance with HASCO's instructions;
(d) to refrain from causing or allowing the data acquired hereunder
from being retransmitted to any other computer facility or other
location, except with the prior written consent of HASCO;
(e) that the Funds shall have access only to those authorized
transactions agreed upon by the parties;
-7-
(f) to honor all reasonable written requests made by HASCO to protect
at HASCO' expense the rights of HASCO in Proprietary Information
at common law, under federal copyright law and under other
federal or state law.
5.2 Each party shall take reasonable efforts to advise its employees of
their obligations pursuant to this Section 5. The obligations of this
Section shall survive any termination of this Agreement.
5.3 If the Funds notify HASCO that any of the Data Access Services do not
operate in material compliance with the most recently issued user
documentation for such services, HASCO shall endeavor in a timely
manner to correct such failure. Organizations from which HASCO may
obtain certain data included in the Data Access Services are solely
responsible for the contents of such data and the Funds agree to make
no claim against HASCO arising out of the contents of such third-party
data, including, but not limited to, the accuracy thereof. DATA ACCESS
SERVICES AND ALL COMPUTER PROGRAMS AND SOFTWARE SPECIFICATIONS USED IN
CONNECTION THEREWITH ARE PROVIDED ON AN AS IS, AS AVAILABLE BASIS.
HASCO EXPRESSLY DISCLAIMS ALL WARRANTIES EXCEPT THOSE EXPRESSLY STATED
HEREIN INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
6. INDEMNIFICATION
6.1 HASCO shall not be responsible for, and the Funds shall, on behalf of
the applicable Portfolio, indemnify and hold HASCO harmless from and
against, any and all losses, damages, costs, charges, reasonable
counsel fees, payments, expenses and liability arising out of or
attributable to:
(a) All actions of HASCO or its agents or subcontractors required to
be taken pursuant to this Agreement, provided that such actions
are taken in good faith and without negligence or willful
misconduct.
(b) Lack of good faith, negligence or willful misconduct on the part
of the Funds or the breach of any representation or warranty of
the Funds hereunder.
(c) The reliance on or use by HASCO or its agents or subcontractors
of information, records, documents or services which (i) are
received by HASCO or its agents or subcontractors, and (ii) have
been prepared, maintained or performed by the Funds or any other
person or firm on behalf of the Funds.
-8-
(d) The reliance on, or the carrying out by HASCO or its agents or
subcontractors of any instructions or requests of the Funds on
behalf of the applicable Portfolio.
(e) The offer or sale of Shares in violation of any requirement under
the federal securities laws or regulations or the securities laws
or regulations of any state or in violation of any stop order or
other determination or ruling by any federal agency or any state
with respect to the offer or sale of such Shares in such state,
unless such violation is the result of HASCO's or HASCO's
affiliate's negligent or willful failure to comply with the
provisions of Section 1.2 of this Agreement.
6.2 At any time HASCO may apply to any officer of the Funds for
instructions, and may consult with legal counsel to the Funds with
respect to any matter arising in connection with the services to be
performed by HASCO under this Agreement, and HASCO and its agents or
subcontractors (excluding Designated Partners and TPAs) shall not be
liable and shall be indemnified by the Funds on behalf of the
applicable Portfolio for any action taken or omitted by it in reliance
upon such instructions or upon the opinion of such counsel. HASCO, its
agents and subcontractors (excluding Designated Partners and TPAs)
shall be protected and indemnified in acting upon any paper or
document furnished by or on behalf of the Funds, reasonably believed
to be genuine and to have been signed by the proper person or persons,
or upon any instruction, information, data, records or documents
provided HASCO or its agents or subcontractors (excluding Designated
Partners and TPAs) by machine readable input, telex, CRT data entry or
other similar means authorized by the Funds, and shall not be held to
have notice of any change of authority of any person, until receipt of
written notice thereof from the Funds. HASCO, its agents and
subcontractors (excluding Designated Partners and TPAs) shall also be
protected and indemnified in recognizing stock certificates which are
reasonably believed to bear the proper manual of facsimile signatures
of the officer or officers of the Funds, and the proper
countersignature of any former transfer agent or registrar, or of a
co-transfer agent or co-registrar.
6.3 The Funds shall not be responsible for, and HASCO shall indemnify and
hold the Funds harmless from and against, any and all losses, damages,
costs, charges, reasonable counsel fees, payments, expenses and
liability arising out of or attributable to failure by HASCO to comply
with the terms of this Agreement due to HASCO's negligence or willful
misconduct or the breach of any representation or warranty of HASCO
hereunder.
6.4 In the event either party is unable to perform its obligations under
the terms of this Agreement because of acts of God, strikes, equipment
or transmission failure or damage reasonably beyond its control, or
other causes reasonably beyond its control, such party shall not be
liable for damages to the other for any damages resulting from such
failure to perform or otherwise from such causes.
-9-
Notwithstanding the above, HASCO shall not be excused from liability
in the event any telecommunications, power or equipment (of HASCO, its
agents or subcontractors) failures could have been avoided or
minimized by such parties having maintained adequate industry standard
backup systems or plan and a disaster recovery plan.
6.5 In order that the indemnification provisions contained in this Section
6 shall apply, upon the assertion of a claim for which the Funds may
be required to indemnify HASCO, HASCO shall promptly notify the Funds
of such assertion, and shall keep the Funds advised with respect to
all developments concerning such claim. The Funds shall have the
option to participate with HASCO in the defense of such claim or to
defend against said claim in its own name or in the name of HASCO.
HASCO shall in no case confess any claim or make any compromise in any
case in which the Funds may be required to indemnify HASCO except with
the Funds' prior written consent. For clarity, to the extent any
obligation to provide indemnity under this Section 6 arises in respect
of a Portfolio or Portfolios, the obligation so to indemnify shall be
the obligation only of such Portfolio or Portfolios, and of no other
Portfolio.
7. STANDARD OF CARE
HASCO shall at all times act in good faith, and agrees to use due care and
its best efforts within reasonable limits to insure the accuracy of all services
performed under this Agreement, but assumes no responsibility and shall not be
liable for loss or damage due to errors unless said errors are caused by its
negligence, bad faith, or willful misconduct or that of its employees, agents or
subcontractors and its Designated Partners and TPAs.
8. COVENANTS OF THE FUNDS AND HASCO
8.1 The Funds shall on behalf of each of the Portfolios promptly furnish
to HASCO the following:
(a) A certified copy of the resolution of the Board of Directors of
the Funds authorizing the appointment of HASCO and the execution
and delivery of this Agreement.
(b) A copy of the Articles of Incorporation and By-Laws of the Funds
and all amendments thereto.
8.2 HASCO shall keep records relating to the services to be performed
hereunder, in the form and manner as it may deem advisable. To the
extent required by Section 31 of the Investment Company Act of 1940,
as amended, and the Rules thereunder, HASCO agrees that all such
records prepared or maintained by HASCO relating to the services to be
performed by HASCO hereunder are the property of the Funds and will be
preserved, maintained and made available in accordance with such
Section and Rules, and will be surrendered promptly to the
-10-
Funds on and in accordance with its request. Records surrendered
hereunder shall be in machine readable form, except to the extent that
HASCO has maintained such a record only in paper form.
8.3 HASCO and the Funds agree that all books, records, information and
data pertaining to the business of the other party which are exchanged
or received pursuant to the negotiation or the carrying out of this
Agreement shall remain confidential, and shall not be voluntarily
disclosed to any other person, except as may be required by law.
8.4 In case of any requests or demands for the inspection of the
Shareholder records of the Funds, HASCO will notify the Funds and
endeavor to secure instructions from an authorized officer of the
Funds as to such inspection. HASCO reserves the right, however, to
exhibit the Shareholder records to any person whenever it is advised
by its counsel that it may be held liable for the failure to exhibit
the Shareholder records to such person.
9. TERMINATION OF AGREEMENT
9.1 This Agreement may be terminated by either party upon ninety (90) days
written notice to the other.
9.2 Should the Funds exercise their right to terminate, all out-of-pocket
expenses associated with the movement of records and material will be
borne by the Funds on behalf of the applicable Portfolio(s).
Additionally, HASCO reserves the right to charge for any other
reasonable expenses associated with such termination.
10. ADDITIONAL FUNDS
In the event that one or more of the Funds establishes one or more
additional series or classes of Shares to which it desires to have HASCO render
services as transfer agent under the terms hereof, it shall so notify HASCO in
writing, and if HASCO agrees in writing to provide such services, such series or
classes of Shares shall be included under this agreement.
11. ASSIGNMENT
11.1 Except as otherwise provided in Section 1 of this Agreement, neither
this Agreement nor any rights or obligations hereunder may be assigned
by either party without the written consent of the other party.
11.2 This Agreement shall inure to the benefit of and be binding upon the
parties and their respective permitted successors and assigns.
-11-
12. AMENDMENT
This Agreement may be amended or modified by a written agreement executed
by both parties and authorized or approved by a resolution of the Board of
Directors of the Funds.
13. CONNECTICUT LAW TO APPLY
This Agreement shall be construed and the provisions thereof interpreted
under and in accordance with the laws of Connecticut.
14. CONSEQUENTIAL DAMAGES
No party to this Agreement shall be liable to another party for
consequential damages under any provision of this Agreement or for any
consequential damages arising out of any act or failure to act hereunder.
15. MERGER OF AGREEMENT
This Agreement constitutes the entire agreement between the parties hereto
and supersedes any prior agreement with respect to the subject matter hereof
whether oral or written.
16. COUNTERPARTS
This Agreement may be executed by the parties hereto on any number of
counterparts, and all of said counterparts taken together shall be deemed to
constitute one and the same instrument.
-12-
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed in their names and on their behalf by and through their duly authorized
officers, as of the day and year first above written.
THE HARTFORD MUTUAL FUNDS, INC.,
Severally, on behalf of their respective
Series of Shares,
BY: /s/ ▇▇▇▇▇▇ ▇. Arena
------------------------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇
Title: Vice President
THE HARTFORD MUTUAL FUNDS II, INC.,
Severally, on behalf of their respective
Series of Shares,
BY: /s/ ▇▇▇▇▇▇ ▇. Arena
------------------------------------
Name: ▇▇▇▇▇▇ ▇▇▇▇▇
Title: Vice President
HARTFORD ADMINISTRATIVE SERVICES COMPANY
BY: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
------------------------------------
Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Operations Officer
-13-
EXIBIT A
TA FEE SCHEDULE
CLASS A, B, AND C SHARES:
$25 per Shareholder Participant Account per Portfolio.
CLASS Y SHARES:
0.05% of assets in each Portfolio; provided however, that the annual
aggregate TA Fee paid by the Funds for Class Y Shares shall not exceed $150,000.
The TA Fee shall include all out of pocket expenses otherwise payable by a
Portfolio pursuant to Section 2.2 and 2.3 of the Agreement except for postage,
solicitation, tabulation and printing expenses related to proxy solicitation,
unless otherwise agreed to by the Funds and HASCO.
