The Hartford 2014 Annual Report Download - page 260

An offer for a Comparable Position includes one that is contingent upon satisfaction of ordinary and customary requirements of
the prospective employer, including, but not limited to, establishing work authorization under applicable immigration laws,
satisfying drug-testing and background investigation standards, and executing employment agreements that include restrictive
covenants and arbitration provisions.
If you continue employment with the Company or are hired on or immediately following the Effective Date by the acquirer,
vendor or the divested unit, then severance payments and a pro-rata annual bonus will not be provided under this Plan. If you
are hired after the Effective Date by the acquirer, vendor or the divested unit, then any severance payment or pro-rata annual
bonus will be made only so long as your employment is not related to or in support of the sold, divested or outsourced business
or operations.
The provisions of this Section shall apply to all sales, divestitures and outsourcings (whether accomplished as sales of assets,
sales of corporate entities, service agreements or any other method), unless such sale, divestiture or outsourcing qualifies as a
Change of Control as defined in Section 11 hereof, in which event the provisions of Section 11 shall apply.
(B) If the entire Company or the portion of the Company where you are employed is closed or relocated and you are not
offered a Comparable Position by the Company, then you are eligible to receive severance pay under Section 5 (provided that
you are not otherwise ineligible for severance pay for any of the reasons described in Section 4 of this Plan). You will not
receive severance pay or a pro-rata annual bonus if you are offered a Comparable Position with the Company or if you accept a
non-comparable position with the Company.
11. Severance Pay in the Event of a Change of Control
(A) Post-Change of Control Severance Pay. In the event of a Change of Control (as defined below), if, within the two-year
period following such Change of Control, you are a Covered Employee whom the Plan Administrator has approved for
participation in this Plan or whom the Plan Administrator had approved for participation in this Plan as of immediately prior to
the Change of Control and (i) you are involuntarily terminated by the Company for any reason other than in a Termination For
Cause (as defined below), a termination due to death or a termination on account of total disability that results in your
qualifying for benefits under the Company’s Long Term Disability Plan for Salaried Employees, or (ii) you voluntarily
terminate employment with the Company in a Termination for Good Reason (as defined below), then you shall receive
severance pay and be eligible for a pro-rata annual bonus as provided in Sections 5 and 6, payable as described in Section 8.
For this purpose, when determining the amounts under Sections 5 and 6, the Base Pay and Target Bonus taken into account
shall not be less than your greatest Base Pay and Target Bonus in effect at any time since the date immediately prior to the
Change of Control. Following a Change of Control, the term “Company” shall also include any successor in interest to any of
the entities included in the definition of Company immediately prior to the Change of Control and any affiliate of such
successor entity by which a person who was a Covered Employee immediately prior to the Change
II-13