FUND ACCOUNTING AGREEMENT
THIS AGREEMENT is made as of this 18th day of May, 2004, by and between THE
HARTFORD MUTUAL FUNDS II, INC. (formerly Hartford-Fortis Series Fund, Inc.), a
Maryland corporation, on behalf of each series listed on Schedule A (each a
"Fund" and together the "Funds") and HARTFORD LIFE INSURANCE COMPANY ("Fund
Accountant"), a Connecticut corporation, and Hartford Investment Financial
Services, LLC (formerly Hartford Investment Financial Services Company)
("HIFSCO"), a Delaware limited liability company. This Agreement is intended to
take effect as if entered into among each Fund, severally, Fund Accountant and
HIFSCO, and the provisions of this Agreement shall be construed accordingly.
WHEREAS, the Funds, HIFSCO and Hartford Administrative Services Company
("HASCO") executed an Amended and Restated Fund Accounting Agreement dated
February 18, 2002, which incorrectly identified HASCO, rather than Hartford Life
Insurance Company, as the fund accountant to the Funds; and
WHEREAS, all parties wish to correct this error; and
WHEREAS, the Funds are comprised of one or more registered management
investment companies under the Investment Company Act of 1940, as amended, (the
"1940 Act") and are currently offering shares of common stock (such shares, of
all series and classes, are hereinafter called the "Shares"); and
WHEREAS, the Funds desire that the Fund Accountant perform certain fund
accounting services for each Fund; and
WHEREAS, the Fund Accountant is prepared to perform such services on the
terms and conditions set forth in this Agreement,
NOW, THEREFORE, in consideration of the mutual promises and covenants set
forth herein, and intending to be legally bound hereby, the parties agree as
follows:
1. SERVICES AS FUND ACCOUNTANT
The Fund Accountant will provide such fund accounting services as the Funds
may reasonably request, including daily pricing of portfolio securities,
computation of the net asset value and the net income of the Funds in accordance
with the Funds' prospectuses and statements of additional information;
calculation of the dividend and capital gain distributions (including that
needed to avoid all Federal excise taxes), if any; calculation of yields on all
applicable Funds and all classes thereof; preparation of the following reports:
(i) a current security position report; (ii) a summary report of transactions
and pending maturities (including the principal, cost, and accrued interest on
each portfolio security in maturity date order); and (iii) a current cash
position report (including cash available from portfolio sales and maturities
and sales of a Fund's Shares less cash needed for redemptions and settlement of
portfolio purchases); and such other similar services with respect to a Fund as
may be reasonably requested by the Funds. With regard to securities for which
market quotations are available, the Fund Accountant may use one
or more external pricing services as selected and authorized by the Fund on the
Pricing Authorization Form attached hereto as Schedule B. The Fund Accountant
will keep and maintain the following books and records of each Fund pursuant to
Rule 31a-1 under the 1940 Act (the "Rule"): journals containing an itemized
daily record in detail of all purchases and sales of securities, all receipts
and disbursements of cash and all other debits and credits, as required by
subsection (b)(1) of the Rule; general and auxiliary ledgers reflecting all
asset, liability, reserve, capital, income and expense accounts, including
interest accrued and interest received, as required by subsection (b)(2)(i) of
the Rule; separate ledger accounts required by subsection (b)(2)(ii) and (iii)
of the Rule; and a monthly trial balance of all ledger accounts (except
shareholder accounts) as required by subsection (b)(8) of the Rule.
In compliance with the requirements of Rule 31a-3 under the 1940 Act, Fund
Accountant hereby agrees that all records which it maintains for the Funds are
the property of the Funds and further agrees to surrender promptly to the Funds
any of such records upon the Funds' request. However, Fund Accountant has the
right to make copies of such records, in its discretion. Fund Accountant further
agrees to preserve for the periods prescribed by Rule 31a-2 under the 1940 Act
the records required to be maintained by Rule 31a-1 under the 1940 Act. Fund
Accountant may delegate some or all of its responsibilities under this Agreement
with the consent of the Funds, which will not be unreasonably withheld.
2. COMPENSATION
Except as stated below, on the first business day of each month, or at such
time(s) as the parties shall agree, the Fund's shall pay a fee calculated at the
applicable annual rate set forth on Schedule C hereto. Net asset value shall be
computed at least once a day, as set forth in the Funds' prospectuses. Upon any
termination of this Agreement before the end of any month, the fee for such part
of a month shall be payable upon the date of termination of this Agreement.
The Fund Accountant will from time to time employ or associate with such
person or persons as the Fund Accountant may believe to be particularly fitted
to assist it in the performance of this Agreement. Such person or persons may be
officers, or employees who are employed by both Fund Accountant and HIFSCO. The
compensation of such person or persons shall be paid by the Fund Accountant and
no obligation may be incurred on behalf of the Funds in such respect. Other
expenses to be incurred in the operation of the Funds including taxes, interest,
brokerage fees and commissions, if any, fees of Directors who are not officers,
directors, shareholders or employees of the Fund Accountant or the investment
adviser or distributor for the Funds, SEC fees and state Blue Sky qualification
fees, advisory and administration fees, transfer and dividend disbursing agents'
fees, certain insurance premiums, auditing and legal expenses, costs of
maintenance of corporate existence, typesetting and printing prospectuses for
regulatory purposes and for distribution to current Shareholders of the Funds,
costs of Shareholders' reports and meetings and any extraordinary expenses will
be borne by the Funds, except as may otherwise be agreed between the Funds and
HIFSCO.
HIFSCO shall be responsible for payment of all accounting fees related to
Classes E, H, L, M, N and Z of each Fund listed on Schedule A.
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3. CONFIDENTIALITY
The Fund Accountant agrees to treat confidentially and as the proprietary
information of the Funds, all records and other information relative to the
Funds and prior, present, or potential Shareholders, and not to use such records
and information for any purpose other than performance of its responsibilities
and duties hereunder, except after prior notification to and approval in writing
by the Funds, which approval shall not be unreasonably withheld and may not be
withheld where the Fund Accountant may be exposed to civil or criminal contempt
proceedings for failure to comply, when requested to divulge such information by
duly constituted authorities, or when so requested by the Funds.
4. INDEMNIFICATION
The Fund Accountant shall use its best efforts to insure the accuracy of
all services performed under this Agreement, but shall not be liable to the
Funds for any action taken or omitted by the Fund Accountant in the absence of
bad faith, willful misfeasance or negligence. The Fund Accountant assumes no
responsibility hereunder, and shall not be liable, for any damage, loss of data,
delay, or any other loss whatsoever caused by events beyond its reasonable
control.
Any person, even though also an employee, or agent of the Fund Accountant
who may be or become an officer, trustee, employee, or agent of the Funds shall
be deemed, when rendering services to the Funds, or acting on any business of
that party, to be rendering such services to or acting solely for that party and
not as an employee, or agent or one under the control or direction of the Fund
Accountant even though paid by them.
The Funds agree to indemnify and hold the Fund Accountant harmless from all
taxes, charges, expenses, assessments, claims and liabilities (including,
without limitation, liabilities arising under the Securities Act of 1933, the
Securities Exchange Act of 1934, the 1940 Act, and any state and foreign
securities and blue sky laws, all as amended from time to time) and expenses,
including (without limitation) attorneys' fees and disbursements arising
directly or indirectly from any action or thing which the Fund Accountant takes
or does or omits to take or do hereunder, provided that the Fund Accountant
shall not be indemnified against any liability to the Funds or to their
Shareholders (or any expenses incident to such liability) arising out of the
Fund Accountant's negligent failure to perform its duties under this Agreement.
For clarification, to the extent any obligation to provide indemnification under
this Section 4 arises in respect of any Fund, the obligation so to indemnify
shall be the obligation of each such fund, and no other Fund.
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5. TERM
This Agreement shall become effective on February 18, 2002 and may be
terminated upon at least sixty (60) days' written notice to the other party.
6. NOTICES
All notices and other communications (collectively referred to as a
"Notice" or "Notices" in this paragraph) hereunder shall be in writing or by
telegram, cable, telex or facsimile sending device. Notices shall be addressed
(a) if to the Fund Accountant, at its address, Hartford Life Insurance Company,
▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇., ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, Attn: Fund Accounting; (b) if to the
Funds, at their principal place of business or (c) if to neither of the
foregoing, at such other address as to which the sender shall have been notified
by any such Notice or other communication. The Notice may be sent by first-class
mail, in which case it shall be deemed to have been given three days after it is
sent, or if sent by confirming telegram, cable, telex, or facsimile sending
device, it shall be deemed to have been given immediately.
7. FURTHER ACTIONS
Each party agrees to perform such further acts and execute such further
documents as are necessary to effectuate the purposes hereof.
8. ASSIGNMENT
This Agreement and the rights and duties hereunder shall not be assignable
with respect to a Fund by either of the parties hereto except by the specific
written consent of the other party which, in the case of assignment to an
affiliate, shall not be unreasonably denied.
9. AMENDMENTS
This Agreement or any part hereof may be changed or waived only by an
instrument in writing signed by the party against which enforcement of such
change or waiver is sought.
10. GOVERNING STATE LAW
This Agreement shall be governed by and its provisions shall be construed
in accordance with the laws of the State of Connecticut.
11. MISCELLANEOUS
This Agreement embodies the entire agreement and understanding between the
parties hereto, and supersedes all prior agreements and understandings relating
to the subject matter hereof. 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. 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. This Agreement
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shall be binding and shall inure to the benefit of the parties hereto and their
respective successors.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed all as of the day and year first above written.
THE HARTFORD MUTUAL FUNDS II, INC.
By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇▇
Title: President
HARTFORD LIFE INSURANCE COMPANY
By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Senior Vice President
HARTFORD INVESTMENT FINANCIAL
SERVICES, LLC
By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Senior Vice President
AGREED TO AND ACCEPTED:
HARTFORD ADMINISTRATIVE SERVICES COMPANY
By /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Executive Vice President
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SCHEDULE A
to the Fund Accounting Agreement
NAME OF FUND
Hartford Growth Opportunities Fund
Hartford Growth Fund
Hartford SmallCap Growth Fund
Hartford Tax-Free Minnesota Fund
Hartford Tax-Free National Fund
Hartford U.S. Government Securities Fund
Hartford Value Opportunities Fund
SCHEDULE B
to the Fund Accounting Agreement
PRICING AUTHORIZATION FORM
Each Fund hereby authorizes Fund Accountant to use the price sources,
market indices and tolerance ranges for performing fund pricing and evaluating
the reasonability of security prices for each Fund as indicated in the Funds'
Board approved Pricing Guidelines.
SCHEDULE C
to the Fund Accounting Agreement
MUTUAL FUND ACCOUNTING FEES
AGGREGATE FUND NET ASSETS ANNUAL FEE
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All Assets/applied at the Class level 2 bps
