The Hartford 2008 Annual Report Download - page 597

(c) Legal Fees and Expenses. In any contest (whether initiated by Executive or by the Company) as to the validity,
enforceability or interpretation of any provision of this Agreement, the Company shall pay Executive’s legal expenses
(or cause such expenses to be paid) including, without limitation, his/her reasonable attorney’s fees, on a quarterly
basis, upon presentation of proof of such expenses in a form acceptable to the Company,provided that Executive shall
reimburse the Company for such amounts, plus simple interest thereon at the 90-day United States Treasury Bill rate as
in effect from time to time, compounded annually, if Executive shall not prevail, in whole or in part, as to any material
issue as to the validity, enforceability or interpretation of any provision of this Agreement.
(d) Successors; Binding Effect. This Agreement shall inure to the benefit of and be binding upon the Company and its
successors. The Company shall require any successor to all or substantially all of the business and/or assets of the
Company, whether direct or indirect, by purchase, merger, consolidation, acquisition of stock, or otherwise, by an
agreement in form and substance satisfactory to Executive, expressly to assume and agree to perform this Agreement in
the same manner and to the same extent as the Company would be required to perform the Agreement if no such
succession had taken place. This Agreement is personal to the Executive and, without the prior written consent of the
Company, shall not be assignable by Executive otherwise than by will or the law of descent and distribution. This
Agreement shall inure to the benefit of and be enforceable by Executive’s legal representatives.
(e) Assignment. Except as provided in Section 10(d), neither this Agreement nor any of the rights or obligations
hereunder shall be assigned or delegated by any party hereto without the prior written consent of the other party.
(f) Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto with respect to the
matters referred to herein. This Agreement supersedes and replaces any prior employment or severance agreement or
arrangement between the Company and Executive. No other agreement relating to the terms of Executive’s
employment by the Company, oral or otherwise, shall be binding between the parties unless it is in writing and signed
by the party against whom enforcement is sought. There are no promises, representations, inducements or statements
between the parties other than those that are expressly contained herein. Executive acknowledges that he/she is entering
into this Agreement of his/her own free will and accord, and with no duress, and that he/she has read this Agreement
and that he/she understands it and its legal consequences.
(g) Severability; Reformation. In the event that one or more of the provisions of this Agreement shall become invalid,
illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained
herein shall not be affected thereby. In the event of a determination that any of the provisions of Section 9(a), Section
9(b) or Section 9(c) are not enforceable in accordance with their terms, Executive and the Company agree that such
Section shall be reformed to make such Section enforceable in a manner that provides the Company the maximum
rights permitted at law.
24
Source: HARTFORD FINANCIAL S, 10-K, February 12, 2009