The Hartford 2008 Annual Report Download - page 631

3. Employment Period.
Subject to Section 7 of this Agreement, the Company agrees to continue Executive in the employ of the
Company and/or the Subsidiary, and Executive agrees to remain in the employ thereof, for the period
commencing on the Effective Date and ending on the second anniversary of the date on which a Change of
Control occurs (the “Employment Period”). Notwithstanding the foregoing, if, prior to the Effective Date, Executive
is demoted to a position lower than the position held by Executive as of the date first above written, or is
otherwise determined by the chairman of the Company (the “Chairman”) prior to the Effective Date to hold a
position inappropriate for coverage under this Agreement, this Agreement shall be void and without effect, unless
the Board, any appropriate committee thereof, or the Chairman declares that this Agreement shall continue in
effect by written notice delivered to Executive within 60 days following such demotion or determination.
4. Position and Duties.
(a) No Reduction in Position. During the Employment Period, Executive’s position (including titles and tier),
authority and responsibilities shall be at least commensurate with those held, exercised and assigned
immediately prior to the Effective Date. It is understood that, for purposes of this Agreement, such position,
authority, and responsibilities shall not be regarded as not commensurate merely by virtue of the fact that a
successor shall have acquired all or substantially all of the business and/or assets of the Company as
contemplated by Section 10(d) of this Agreement.
(b) Business Time. On and after the Effective Date, Executive agrees to devote full attention during normal
business hours to the business and affairs of the Company and to use best efforts to perform faithfully and
efficiently the responsibilities assigned to Executive hereunder, to the extent necessary to discharge such
responsibilities, except for: (i) time spent (A) serving on the board of directors of any business corporation
with the consent of the Board, any appropriate committee of the Board, or the Chairman, (B) serving on the
board of, or working for, any charitable or community organization (with the consent of the Board, any
appropriate committee of the Board, or the Chairman if any such service or work is to be performed during
normal business hours), or (C) pursuing Executive’s personal financial and legal affairs, so long as the
foregoing activities, individually or collectively, do not substantially interfere with the performance of
Executive’s responsibilities hereunder or violate any of the provisions of Section 9 hereof, and (ii) periods of
vacation, sick leave or other leave to which Executive is entitled under the programs and policies of the
Company that apply to similarly situated executives. It is expressly understood and agreed that Executive’s
continuing to serve on any boards and committees on which Executive is serving or with which Executive is
otherwise associated immediately preceding the Effective Date shall not be deemed to interfere substantially
with the performance of Executive’s responsibilities hereunder.
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Source: HARTFORD FINANCIAL S, 10-K, February 12, 2009