SERVICES AGREEMENT
This Services Agreement ("Agreement") effective as of March 1st, 2018 by
and among American United Life Insurance Company ("AULife") and OneAmerica
Securities, Inc. ("Securities") (AULife and Securities, together, the
"Company"), Hartford Funds Distributors, LLC ("HFD"), Hartford Funds Management
Company, LLC ("HFMC"), and Hartford Administrative Services Company ("HASCO" and
collectively with HFD and HFMC, the "Hartford Parties").
WHEREAS, The Hartford Mutual Funds, Inc. and the Hartford Mutual Funds II,
Inc. (each a "Fund" and together the "Funds"), each of which is a registered
open-end investment company under the Investment Company Act of 1940, as
amended, (the "1940 Act"), the Hartford Parties and the Company have previously
or contemporaneously entered into a Participation Agreement, as may be amended
from time to time, (the "Participation Agreement"); and
WHEREAS, HFMC acts as investment adviser and provides investment
management and administrative services for the Funds; and
WHEREAS, HFD is principal underwriter and provides distribution and
shareholder related services for the Funds; and
WHEREAS, HASCO is the transfer agent and provides transfer agency and
recordkeeping services for the Funds; and
WHEREAS, the AULife has established certain separate accounts (the
"Accounts") and issues certain group variable annuity contracts supported wholly
or partially by the Accounts (the "Contracts"); and
WHEREAS, Securities is a broker-dealer affiliate of AULife and is party to
this Agreement for purposes of performing the distribution and marketing related
services described herein and receiving any 12b-1 fees that may be payable
hereunder; and
WHEREAS, pursuant to the Participation Agreement, AULife, on behalf of the
Accounts set forth in Schedule A thereto, may purchase and hold shares of
certain series of the Fund also set forth in Schedule A thereto, as amended (the
"Portfolios"), to fund the Contracts, which Portfolios may be one of several
investment options available under the Contracts; and
WHEREAS, the Fund has not adopted a Rule 12b-1 Plan for Class Y, R5, R6
and Class SDR shares; and
WHEREAS, the Company provides marketing and communication support
services, education and training services, and recordkeeping and/or
administrative support services to plan fiduciaries or others who participate in
its Contracts (collectively, the "Contract Holders") and to prospective
purchasers of such products.
NOW, THEREFORE, in consideration of the mutual premises and covenants
contained in this Agreement and other good and valuable consideration, the
receipt of which is hereby acknowledged, the parties agree as follows:
1. SERVICES. The Company will provide the following services:
(a) Marketing and Communication. The Company will provide marketing and
communication support services. Such services will include: (1)
dissemination of promotional materials prepared by the Funds; (2)
responding to prospective purchaser inquiries concerning the Portfolios;
(3) preparation and distribution of marketing and promotional activities,
and materials including sales brochures and newsletters to promote the
indirect sale of the Portfolios; and (4) such other marketing and
communications services as the Hartford Parties may reasonably request
from time to time.
(b) Education and Training. The Company will provide education and
training services for registered representatives, associated persons and
support staff. Such services will include: (1) educational and training
seminars; (2) distribution of educational materials prepared by the Funds;
(3) preparation and provision of service bulletins, speed flyers and other
education and training materials by the Company; and (4) such other
education and training services as HFD may reasonably request from time to
time.
(c) Recordkeeping and/or Administrative Support. The Company will
provide recordkeeping and/or administrative support services. Such
services will include: (1) back office processing; (2) delivery of
prospectuses, reports, notices, proxies, proxy statements, information
statements and other materials of the Portfolios; (3) facilitating the
tabulation of Contract Holders' votes in the event of a shareholder proxy;
(4) maintaining Variable Contract records reflecting units of the Accounts
purchased and redeemed and unit balances; (5) responding to inquiries from
the Contract Holders; (6) providing administration of the Contract
features for the benefit of the Contract Holders; (7) cooperating with the
Funds in the preparation of reports to the Funds' Board of Directors, as
well as any other reports or filings that may be required by law; (8)
maintaining and preserving or overseeing the maintenance and preservation
of, as applicable, the records specified in the Funds' agreements and any
other records related to the Portfolios' transactions as are required
under any applicable state or federal securities laws; and (9) providing
such other administrative support services as the Hartford Parties may
reasonably request from time to time.
2. REPRESENTATION AND WARRANTY. Each party represents and warrants that it
will comply with all applicable federal and state laws, rules and regulations.
3. CONFIDENTIALITY. Hartford Parties and the Company agree to treat as
confidential and not disclose to any third party (other than the Funds), without
written permission from the other party, the terms and conditions of this
Agreement. In addition, all confidential information provided by a party hereto,
including any non-public personal information within the meaning of SEC
Regulation S-P and/or the Xxxxx-Xxxxx-Xxxxxx Act, whichever is applicable, will
be used by the other party hereto solely for the purpose of rendering services
pursuant to this Agreement and, except as may be required in carrying out this
Agreement, will not be disclosed to any third party (other than the Funds)
without the prior written consent of such providing party. Without limiting the
foregoing, neither the Hartford Parties nor the Company will disclose any
information that the disclosing party has designated as proprietary.
Notwithstanding anything herein to the contrary, either party may disclose the
existence of this Agreement and the payment of fees described herein. In
addition, the foregoing will not be applicable to any information that is
required to be disclosed to any auditor of the parties hereto, by judicial or
administrative process or otherwise by applicable law or regulation.
4. MAINTENANCE OF RECORDS. The Company will maintain and preserve all records
as required by law to be maintained and preserved in connection with providing
the services under this Agreement. Upon reasonable request, the Company shall
provide the Hartford Parties, or their designee, copies of all such records. The
Company will assist the Funds in the handling of routine regulatory examinations
and work closely with the Funds' legal counsel in response to any non-routine
regulatory matters.
5. COMPENSATION.
(a) The Hartford Parties will pay the Company, and the Company agrees to
accept as compensation for all services rendered by the Company, the fees
(the "Fees") set forth in Section 3 of Schedule A hereto, as amended from
time to time ("Schedule A").
(b) The Fees paid with respect to the shares of a Portfolio or class of
shares shall be payable as described in Section 2 of Schedule A hereto.
6. INDEMNITY.
(a) The Hartford Parties will indemnify and hold harmless the Company,
and each of its directors, trustees, officers, employees, agents,
affiliates, associates and all other persons or entities, if any, who
control the Company within the meaning of Section 15 of the Securities Act
of 1933, as amended (the "1933 Act") (each such person being a "Company
Indemnitee") from and against all claims, losses, expenses, charges,
litigation costs (including reasonable attorney fees), liabilities
(including amounts paid in settlement with the written consent of the
Company Indemnitee) and damages (collectively "Company Party Claims") to
the extent such Company Party Claims arise out or are attributable to (i)
the negligence, bad faith or willful misconduct of the Hartford Parties or
(ii) the material breach of this Agreement by the Hartford Parties.
(b) Company will indemnify and hold harmless the Funds, the Hartford
Parties and each of their respective directors, trustees, officers,
employees, agents, affiliates, associates and other all persons or
entities, if any, who control any of the Funds or the Hartford Parties
within the meaning of Section 15 of the 1933 Act (each such person being a
"Fund Indemnitee") from and against all claims, losses, expenses, charges,
litigation costs (including reasonable attorney fees), liabilities
(including amounts paid in settlement with the written consent of the Fund
Indemnitee) and damages (collectively "Fund Party Claims") to the extent
such Fund Party Claims arise out or are attributable to (i) the
negligence, bad faith or willful misconduct of Company or (ii) the
material breach of this Agreement by the Company.
7. TERMINATION.
(a) This Agreement may be terminated by any party upon 60 days' written
notice to the other parties.
(b) Any party may terminate this Agreement on at least written 30 days'
written notice to the other parties: (1) if required by any applicable
law, rule or regulation; or (2) upon a material breach of the Agreement by
the other party.
(c) This Agreement will terminate immediately and automatically upon the
termination of the Participation Agreement, and in such event no notice
need be given hereunder.
(d) This Agreement, and any payment hereunder, will terminate with
respect to a Portfolio upon the effective date of such Portfolio's
liquidation or merger with another portfolio that is not a series of the
Funds.
8. NOTICES. Any notice under this Agreement shall be in writing to the other
party at such address as the other party has designated from time to time for
the receipt of such notice and shall be deemed to be received on the earlier of
the date actually received or on the fourth day after the postmark if such
notice is mailed first class postage prepaid.
9. AMENDMENT OF THIS AGREEMENT. This Agreement may be modified or amended
only by a writing signed by each of the parties.
10. ASSIGNMENT. This Agreement shall inure to the benefit of and be binding
upon the parties hereto and their respective successors and assigns, provided
that neither the Hartford Parties nor the Company may assign this Agreement or
any of its rights or obligations hereunder without the prior written consent of
the other party.
11. GOVERNING LAW. The laws of the State of New York, without regard to the
conflict of law rules thereof, shall exclusively govern the interpretation,
construction, application and all matters arising out of or relating in any way
to this Agreement. The federal and state courts of the State of New York shall
be the exclusive forums for any disputes, proceedings, suits or legal actions
concerning the interpretation, validity, enforcement of, or related in any way
to this Agreement.
12. CAPTIONS. The captions in this Agreement are included for convenience of
reference only and in no way define or delimit any of the provisions hereof or
otherwise affect their construction or effect.
13. SURVIVAL OF TERMS. If any provision of this Agreement shall be held or
made invalid by a court decision, statute, rule or otherwise, the remainder of
this Agreement shall not be affected thereby.
14. COUNTERPARTS. This Agreement may be executed in counterparts by the
parties hereto, each of which shall constitute an original counterpart, and all
of which, together, shall constitute one Agreement.
15. COMPLETE AND ENTIRE AGREEMENT. This Agreement and all exhibits or
schedules attached hereto constitute the complete and entire agreement of the
Parties pertaining to the arrangements specified hereunder and supersedes and
replaces any and all written and oral agreements previously made or existing by
and between the parties or their representatives with regard to these
arrangements. This Agreement is not intended and should be construed to amend,
modify or supersede the Participation Agreement in any way.
17. SURVIVAL. The provisions of Sections 3, 4, and 6 will survive termination
of this Agreement.
IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement
to be executed in its name and on its behalf by its duly authorized
representative as of the date first above written.
AMERICAN UNITED LIFE INSURANCE COMPANY
By its authorized officer,
By: /s/ Xxxxx X. Xxxxx
---------------------------------------
Name: Xxxxx X. Xxxxx
Title: Assistant Vice President
ONEAMERICA SECURITIES, INC.
By its authorized officer,
By: /s/ Xxxxxx X. Xxxxxxxxx
---------------------------------------
Name: Xxxxxx X. Xxxxxxxxx
Title: President
HARTFORD FUNDS MANAGEMENT COMPANY, LLC
By its authorized officer,
By: /s/ Xxxxxxx X. Xxxxx
---------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: CFO
HARTFORD FUNDS DISTRIBUTIONS, LLC
By its authorized officer,
By: /s/ Xxxxxxx X. Xxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: CFO
HARTFORD ADMINISTRATIVE SERVICES COMPANY
By its authorized officer,
By: /s/ Xxxxxxx X. Xxxxx
---------------------------------------
Name: Xxxxxxx X. Xxxxx
Title: CFO
SCHEDULE A
SECTION 1
All current and future funds available for sale through the distribution
channel, including but not limited to any funds listed below.
CLASS Y SHARES CLASS R3 SHARES CLASS R4 SHARES CLASS RS SHARES CLASS R6 SHARES
-------------------- -------------------- -------------------- -------------------- --------------------
TICKER TICKER TICKER TICKER TICKER
FUND NAME SYMBOL CUSIP SYMBOL CUSIP SYMBOL CUSIP SYMBOL CUSIP SYMBOL CUSIP
-------------------------- -------- ----------- -------- ----------- -------- ----------- -------- ----------- -------- -----------
The Hartford Balanced Fund IHAYX 416645786 ITTRX 416649630 lTTSX 416649333 XXXXX 00000X000 N/A N/A
The Hartford Balanced
Income Fund HBLYX 416648210 HBLRX 00000X000 HBLSX 00000X000 HBLTX 00000X000 HBLVX 00000X000
The Hartford Capital
Appreciation Fund HCAYX 416645604 ITHRX 416649655 ITHSX 416649358 ITHTX 00000X000 ITHVX 00000X000
The Hartford Checks and
Balances Fund N/A N/A HCKRX 00000X000 HCKSX 00000X000 HCKTX 00000X000 N/A N/A
The Hartford Conservative
Allocation Fund N/A N/A HCVRX 416649739 HCVSX 416649432 HCVTX 416649135 N/A N/A
Hartford Core Equity Fund HGiYX 416645653 HGJRX 416649564 HGJSX 416649267 HGITX 00000X000 HAITX 41664Rl84
The Hartford Dividend &
Growth Fund HDGYX 416645828 HDGRX 416649580 HDGSX 416649283 HDGTX 00000X000 HDGVX 00000X000
The Hartford Emerging
Markets Local Debt Fund HLDYX 00000X000 HLDRX 00000X000 HLDSX 00000X000 HLDTX 00000X000 N/A N/A
Hartford Emerging Markets
Equity Fund HERYX 00000X000 HERRX 00000X000 HERSX 00000X000 HERTX 00000X000 N/A N/A
Hartford Environmental
Opportunities Fund HEOYX 00000X000 HEORX 00000X000 HEOSX 00000X000 HEOTX 00000X000 HEOVX 00000X000
The Hartford Equity Income
Fund HQIYX 416648855 HQJRX 416649663 HQlSX 416649366 HQITX 00000X000 HQIVX 00000X000
The Hartford Floating Rate
Fund HFLYX 416648525 HFLRX 416649531 HFLSX 416649234 HFLTX 00000X000 N/A N/A
The Hartford Floating Rate
High Income Fund HFHYX 41664Mll0 HFHRX 41664Ml44 HFHSX 41664Ml36 HFHTX 41664Ml28 N/A N/A
The Hartford Global
All-Asset Fund HLAYX 00000X000 HLARX 00000X000 HLASX 00000X000 HLATX 00000X000 N/A N/A
Hartford Global Capital
Appreciation Fund HCTYX 416648566 HCTRX 416649473 HCTSX 416649176 HCTTX 00000X000 N/A N/A
Hartford Global Equity
Income Fund HLEYX 00000X000 HLERX 00000X000 HLESX 00000X000 HLETX 00000X000 N/A N/A
Hartford Global Impact
Fund HGXYX 00000X000 HGXRX 00000X000 HGXSX 00000X000 HGXTX 00000X000 HGXVX 00000X000
The Hartford Global Real
Asset Fund HRLYX 00000X000 HRLRX 00000X000 HRLSX 00000X000 HRLTX 00000X000 N/A N/A
The Hartford Growth
Allocation Fund N/A N/A HRARX 416649754 HRASX 416649457 HRATX 416649150 N/A N/A
The Hartford Growth
Opportunities Fund HGOYX 416529816 HGORX 416641603 HGOSX 416641876 HGOTX 416641835 HGOVX 416641785
The Hartford Healthcare
Fund HGHYX 416645364 HGHRX 416649671 HGHSX 416649374 HGHTX 00000X000 N/A N/A
The Hartford High Yield
Fund HAHYX 416645455 HAHRX 416649648 HAHSX 416649341 HAHTX 00000X000 N/A N/A
The Hartford Inflation
Plus Fund HIPYX 416648830 HIPRX 416649598 HIPSX 416649291 H1PTX 00000X000 X/X X/X
Xxxxxxxx Xxxxxxxxxxxxx
Xxxxxx Xxxx XXXXX 00000X000 HDVRX 00000X000 HDVSX 00000X000 HDVTX 00000X000 N/A N/A
The Hartford International
Growth Fund HNCYX 416646800 HNCRX 416649689 HNCSX 416649382 HNCTX 00000X000 N/A N/A
The Hartford International
Opportunities Fund HAOYX 416645885 IHORX 416649549 IHOSX 416649242 IHOTX 00000X000 IHOVX 00000X000
The Hartford International
Small Company Fund HNSYX 416646883 HNSRX 00000X000 HNSSX 00000X000 HNSTX 00000X000 N/A N/A
The Hartford International
Value Fund HILYX 00000X000 HILRX 00000X000 HILSX 00000X000 HILTX 00000X000 N/A N/A
Hartford Long/Short Global
Equity Fund HLOYX 00000X000 X/X X/X X/X X/X X/X X/X X/X N/A
The Hartford MidCap Fund HMDYX 416645687 HFMRX 00000X000 HFMSX 00000X000 HFMTX 00000X000 HFMVX 00000X000
The Hartford MidCap Value
Fund HMVYX 416646875 HMVRX 00000X000 HMVSX 00000X000 HMVTX 00000X000 N/A N/A
Hartford Moderate
Allocation Fund N/A N/A HBARX 416649747 HBASX 416649440 HBATX 416649143 N/A N/A
Hartford Multi Asset
Income Fund HAFYX 00000X000 HAFRX 00000X000 HAFSX 00000X000 HAFTX 00000X000 N/A N/A
The Hartford Quality Bond
Fund HQBYX 00000X000 HQBRX 00000X000 HQBSX 00000X000 HQBTX 00000X000 N/A N/A
Hartford Real Total Return
Fund HABPX 00000X000 HABFX 00000X000 HABQX 00000X000 HABRX 00000X000 N/A N/A
The Hartford Short
Duration Fund HSDYX 416648822 HSDRX 00000X000 HSDSX 00000X000 HSDTX 00000X000 N/A N/A
The Hartford Small Company
Fund HSCYX 416645307 IHSRX 416649697 IHSSX 416649390 IHSUX 41664LI04 IHSVX 00000X000
The Hartford SmallCap
Growth Fund HSLYX 416529808 HSLRX 416641702 HSLSX 416641868 HSLTX 416641827 HSLVX 41164R259
Hartford Small Cap Core
Fund HSMYX 416648616 HSMRX 00000X000 HSMSX 00000X000 HSMTX 00000X000 N/A N/A
The Hartford Strategic
Income Fund HSNYX 416641583 HSNRX 00000X000 HSNSX 00000X000 HSNTX 00000X000 HSNVX 00000X000
The Hartford Total Return
Bond Fund HABYX 416645752 ITBRX 416649556 ITBUX 416649259 ITBTX 00000X000 ITBVX 00000X000
Hartford Quality Value
Fund HVOYX 416529717 HVORX 416641801 HVOSX 416641850 HVOTX 416641819 N/A X/X
Xxx Xxxxxxxx Xxxxx Xxxx
Xxxx XXXXX 00000XX00 HWDRX 00000X000 HWDSX 00000X000 HWDTX 41664MI93 XXXXX 00000X000
Xxxxxxxx Schroders
Emerging Markets Debt &
Currency Fund HFWYX 00000X000 N/A N/A N/A N/A N/A N/A N/A N/A
Hartford Schroders
Emerging Markets Equity
Fund HHHYX 00000X000 HHHRX 00000X000 HHHSX 00000X000 HHHTX 00000X000 N/A N/A
Hartford Schroders Global
Strategic Bond Fund HSBYX 00000X000 HSBRX 00000X000 HSBSX 00000X000 HSBTX 00000X000 N/A N/A
Hartford Schroders
International Multi-Cap
Value Fund HFYYX 00000X000 HFYRX 00000X000 HFYSX 00000X000 HFYTX 00000X000 N/A N/A
Hartford Schroders
International Stock Fund HSWYX 00000X000 HSWRX 00000X000 HSWSX 00000X000 HSWTX 00000X000 N/A N/A
Hartford Schroders
Emerging Markets
Multi-Sector Bond Fund HFZYX 00000X000 HFZRX 00000X000 HFZSX 00000X000 HFZTX 00000X000 N/A N/A
Hartford Schroders
Tax-Aware Bond Fund HFKYX 00000X000 X/X X/X X/X X/X X/X X/X X/X N/A
Hartford Schroders US
Small Cap Xxxxxxxxxxxxx
Xxxx XXXXX 00000X000 XXXXX 00000X000 HOOSX 00000X000 HOOTX 00000X000 N/A N/A
Hartford Schroders US
Small/Mid Cap
Opportunities Fund HFDYX 41665Hl85 HFDRX 00000X000 HFDSX 00000X000 HFDTX 41665Hl93 N/A N/A
CLASS SDR SHARES
----------------------------
FUND NAME TICKER SYMBOL CUSIP
----------------------------------------------------------- --------------- -----------
Hartford Schroders Emerging Markets Debt & Currency Fund SARRX 00000X000
Hartford Schroders Emerging Markets Equity Fund SEMTX 00000X000
Hartford Schroders Global Strategic Bond Fund SGBJX 00000X000
Hartford Schroders International Multi-Cap Value Fund SIDRX 00000X000
Hartford Schroders International Stock Fund SCIJX 00000X000
Hartford Schroders Emerging Markets Multi-Sector Bond Fund SMSRX 00000X000
Hartford Schroders Tax-Aware Bond Fund HFKVX 00000X000
Hartford Schroders US Small Cap Opportunities Fund SCURX 00000X000
Hartford Schroders US Small/Mid Cap Opportunities Fund SMDRX 41665HI77
SECTION 2
COMPENSATION
(a) CLASS R SHARE FEES: The Fees paid with respect to Class R shares of a Fund,
as applicable, shall be a SERVICE FEE, an ADMINISTRATIVE FEE and an OTHER FEE.
The ADMINISTRATIVE FEE shall be paid by Transfer Agent for recordkeeping and/or
administrative services (i.e., establishment and maintenance of records related
to instructions and processing instructions related to the Contracts),
transmission of reports and other written materials from the Funds to Contract
holders or their representatives and other related administrative services. The
SERVICE FEE shall be paid by the pertinent Fund's distributor or underwriter for
distribution-related services related to activities primarily intended to result
in selection by Contract holders or their representatives of one or more Funds
for investment in one or more Funds by a Contract holder or his/her
representative (e.g., marketing services). The ADMINISTRATIVE FEE with respect
to R shares of a Fund is not paid pursuant to a 12b-l plan. The SERVICE FEE may
be paid in accordance with the Fund's 12b-l plan, if applicable. The parties
agree that the distribution related portion of the Service Fee shall be paid to
a broker-dealer. Any OTHER FEES payable in respect of Class R shares for
supplemental recordkeeping and/or administrative services provided to Contract
holders shall be paid by HFMC out of its own resources and not as an expense to
or out of the assets of the Funds and may be paid as additional compensation for
supplemental administrative services to Contract holders and/or supplemental
distribution-related services. OTHER FEES paid with respect to Class R shares of
a Fund are not paid pursuant to a 12b-l Plan. The parties agree that in the
event a Fund's 12b-l plan is either modified or discontinued by a Fund, the
Fund's (or a Fund affiliate) obligation to pay any part of a Fee that is paid
pursuant to a 12b-l Plan will automatically terminate (provided that the
broker-dealer shall be entitled to any Fees earned for the period in which such
termination occurs, on a pro rata basis).
(b) CLASS Y SHARE FEES: The first five (5) basis points* of Fees paid with
respect to Class Y shares of a Fund shall be a SUB TA FEE. Any SUB TA FEES
payable with respect to Class Y shares for services provided by the Company
shall be paid by Transfer Agent or an affiliate out of assets received from the
Fund for recordkeeping and/or administrative Services (i.e., establishment and
maintenance of records related to instructions and processing instructions
related to the Contracts), transmission of reports and other written materials
from the Funds to Contract holders or their representatives and other related
administrative services. SUB-TA FEES paid with respect to Class Y shares of a
Fund are not paid pursuant to a 12b-l Plan. Any amount paid in excess of five
(5) basis points* shall be an OTHER FEE. Any OTHER FEE shall be paid by HFMC out
of its own resources and not as an expense to or out of the assets of the Funds
and may be paid as additional compensation for supplemental recordkeeping and/or
administrative services to Contract holders and/or supplemental distribution-
related services. OTHER FEES paid with respect to Class Y shares of a Fund are
not paid pursuant to a 12b-l Plan.
--------
*In certain limited cases as approved by a Fund's Board of Directors, this may
by "ten (10) basis points".
(c) The average aggregate amount invested through the Plan over a calendar
quarter shall be computed by totaling daily balances during the quarter and
dividing such total by the actual number of days in the quarter.
(d) Each Fee shall be calculated by multiplying the average daily net asset
value of the Shares of each class of each Fund that are held on behalf of the
Plans in an Account for which Plan Agent is providing Plan Services by the
appropriate basis points as set forth below in Section 3 of this Exhibit A. The
Plan Agent or its designee shall calculate the amount of each quarterly payment
and shall deliver to the Transfer Agent a quarterly invoice showing the
calculation of the amount payable to the Plan Agent. The Transfer Agent will
make payment to the Plan Agent within thirty (30) days of receipt of the
quarterly invoice.
(e) To the extent that any Fees have been paid pursuant to a 12b-1 Plan, HFMC
shall provide to each Fund's Board of Directors, and the directors shall review,
at least quarterly, a written report of such Fees paid to Plan Agent pursuant to
a 12b-1 Plan and the purposes for which such Fees were paid.
SCHEDULE A
SECTION 3
FEES
The following chart shall be used to calculate Fees pursuant to Section 2 of
this Exhibit A with respect to each Fund and Share class; Class R6 and Class SDR
have no fees and therefore is not included in the table:
CLASS Y SHARES CLASS R3 SHARES CLASS R4 SHARES CLASS RS SHARES
------------------ -------------------------- --------------------------- ---------------------------
SERVICE ADMIN. OTHER SERVICE ADMIN. OTHER SERVICE ADMIN. OTHER
FUND NAME SUB TA/OTHER FEE* FEE** FEE FEE FEE FEE FEE FEE FEE FEE
-------------------------- ------------------- --------- -------- ------- --------- -------- -------- --------- -------- --------
The Hartford Balanced Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Balanced
Income Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Capital
Appreciation Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Checks and
Balances Fund N/A 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Conservative
Allocation Fund N/A 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
Hartford Core Equity Fund 5 bps 50 bps 20 bps 5bps 25 bps 15 bps 5 bps 0 bps 10 bps 5 bps
The Hartford Dividend &
Growth Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Emerging
Markets Local Debt Fund 5 bps 50 bps 20 bps 5bps 25 bps 15 bps 5bps 0 bps 10 bps 5bps
Hartford Emerging Markets
Equity Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
Hartford Environmental
Opportunities Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Equity Income
Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Floating Rate
Fund 5 bps 50 bps 20 bps 5bps 25 bps 15 bps 5bps 0 bps 10 bps 5bps
The Hartford Floating Rate
High Income Fund 5 bps 50 bps 20 bps 5bps 25 bps 15 bps 5bps 0 bps 10 bps 5bps
The Hartford Global
All-Asset Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
Hartford Global Capital
Appreciation Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
Hartford Global Impact
Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Global Real
Asset Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
Hartford Global Equity
Income Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Growth
Allocation Fund N/A 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Growth
Opportunities Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Healthcare
Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford High Yield
Fund 5 bps 50 bps 20 bps 5bps 25 bps 15 bps 5bps 0 bps 10 bps 5bps
The Hartford Inflation
Plus Fund 5 bps 50 bps 20 bps 5bps 25 bps 15 bps 5bps 0 bps 10 bps 5bps
Hartford International
Equity Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford International
Growth Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford International
Opportunities Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford International
Small Company Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford International
Value Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
Hartford Long/Short Global
Equity Fund 10 bps N/A N/A N/A N/A N/A N/A N/A N/A N/A
The Hartford MidCap Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford MidCap Value
Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
Hartford Moderate
Allocation Fund N/A 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Municipal
Real Return Fund 5 bps N/A N/A N/A N/A N/A N/A N/A N/A N/A
Hartford Multi Asset
Income Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Quality Bond
Fund 5 bps 50 bps 20 bps 5bps 25 bps 15 bps 5bps 0 bps 10 bps 5bps
Hartford Real Total Return
Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Short
Duration Fund 5 bps 50 bps 20 bps 5bps 25 bps 15 bps 5bps 0 bps 10 bps 5bps
The Hartford Small Company
Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford SmallCap
Growth Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
Hartford Small Cap Core
Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford Strategic
Income Fund 5 bps 50 bps 20 bps 5bps 25 bps 15 bps 5bps 0 bps 10 bps 5bps
The Hartford Total Return
Bond Fund 5 bps 50 bps 20 bps 5bps 25 bps 15 bps 5bps 0 bps 10 bps 5bps
Hartford Quality Value
Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
The Hartford World Bond
Fund 5 bps 50 bps 20 bps 5bps 25 bps 15 bps 5bps 0 bps 10 bps 5bps
Hartford Schroders
Emerging Markets Debt &
Currency Fund 5 bps N/A N/A N/A N/A N/A N/A N/A N/A N/A
Hartford Schroders
Emerging Markets Equity
Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
Hartford Schroders Global
Strategic Bond Fund 5 bps 50 bps 20 bps 5bps 25 bps 15 bps 5 bps 0 bps 10 bps 5 bps
Hartford Schroders
International Multi-Cap
Value Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
Hartford Schroders
International Stock Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
Hartford Schroders
Emerging Markets Multi-
Sector Bond Fund 5 bps 50 bps 20 bps 5bps 25 bps 15 bps 5 bps 0 bps 10 bps 5 bps
Hartford Schroders
Tax-Aware Bond Fund 5 bps N/A N/A N/A N/A N/A N/A N/A N/A N/A
Hartford Schroders US
Small Cap Opportunities
Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
Hartford Schroders US
Small/Mid Cap
Opportunities Fund 10 bps 50 bps 20 bps 5bps 25 bps 15 bps 10 bps 0 bps 10 bps 10 bps
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* See Section 2 paragraph (b) of this Exhibit A for a description of how the
breakdown between Sub TA Fee and Other Fee.
**See Section 2 paragraph (a) of this Exhibit A for a description of how the
Service Fee may be paid. Plan Agent may only receive a maximum of 25 bps of this
fee.
