The Hartford 2008 Annual Report Download - page 611

6. Termination Following a Change of Control.
This Section 6 shall apply (instead of Section 5) during the period commencing upon a Change of Control and continuing
until the second anniversary thereof.
(a) Early Termination of the Employment Period. Notwithstanding Section 1(b) hereof, the Employment Period
shall end upon the earliest to occur of (i) a Termination For Cause, (ii) a Termination Without Cause, (iii) a Voluntary
Termination, (iv) a Termination For Good Reason, (v) a Termination Due to Retirement, (vi) a Termination Due to
Disability, or (vii) a Termination Due to Death.
(b) Notice of Termination. Communication of termination under this Section 6 shall be made to the other party by
Notice of Termination in the case of (i) a Termination For Cause, (ii) a Termination Without Cause, (iii) a Voluntary
Termination, or (iv) a Termination For Good Reason.
(c) Benefits Payable Upon Termination; Rules for Determining Reason for Termination.
(i) Benefits Payable Upon Termination.
(A) Following the end of the Employment Period, Executive (or, in the event of his/her death, his/her
surviving spouse, if any, or if none, his/her estate) shall be paid the type or types of compensation determined
to be payable in accordance with the following table, such payment to be made in the form specified in such
table and at the time established pursuant to Section 7 hereof. Capitalized terms used in such table (and
otherwise in this Section 6) that are defined in Section 5, and not specifically defined in Section 6(d) hereof,
shall have the meanings ascribed thereto under Section 5. Where such a capitalized term is defined solely in
Section 6(d), or in both Section 5 and Section 6(d), such term shall have the meaning ascribed to it in
Section 6(d).
(B) The Company’s obligation to make the payments provided for in this Section 6 and otherwise to perform
its obligations under this Section 6 shall not be affected by any set-off, counterclaim, recoupment, defense or
other claim, right or action which the Company may have against Executive or others. In no event shall
Executive be obligated to seek other employment or take any other action by way of mitigation of the
amounts payable to Executive under any of the provisions of this Section 6 and such amounts shall not be
reduced whether or not Executive obtains other employment.
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Source: HARTFORD FINANCIAL S, 10-K, February 12, 2009