EXHIBIT 4.6
SCHEDULE II
SCHEDULE OF ADDITIONAL PROVISIONS
EXTENSION ELECTION:
This Note will mature on the Initial Stated Maturity Date, unless the
maturity of all or any portion of the principal amount of this Note is extended
in accordance with the procedures described below. In no event will the maturity
of this Note be extended beyond the Final Stated Maturity Date.
During a notice period relating to an Election Date (as defined below)
the Holder may elect to extend the maturity of all or any portion of the
principal amount of this Note (in any multiple of $1,000) so that the maturity
of this Note will be extended to the date (the "Corresponding Maturity Date")
which is 366 calendar days from and including the 15th calendar day of the month
immediately following the month in which the applicable Election Date occurs;
provided, however, if such maturity date is not a Business Day, the maturity of
this Note will be the immediately preceding Business Day. The "Election Dates"
are the 15th day of each March, June, September, and December, or, if such day
is not a Business Day, the next day that is a Business Day, commencing on March
15, 2008 and ending on December 15, 2010. If no election is made, the maturity
date of the Notes is the Corresponding Maturity Date for the immediately
preceding Election Date. In no event shall the maturity date be more than 397
days.
To make an effective election, the Holder must deliver a notice of
election during the notice period for an Election Date substantially in the form
attached hereto as Exhibit A (an "Election Notice") duly completed and, in the
event of an election to extend the maturity of only a portion of the principal
of this Note, this Note. The notice period for an Election Date begins on the
6th Business Day prior to the Election Date and ends on the Business Day
immediately preceding the Election Date. The Holder's Election Notice must be
delivered to the Paying Agent through the normal clearing system channels, no
later than the close of business in New York City on the last Business Day in
the notice period, at which time such notice becomes irrevocable.
If, with respect to any Election Date, the Holder does not make an
election to extend the maturity of all or a portion of the principal amount of
this Note, the principal amount of this Note for which the Holder has failed to
make such an election will become due and payable on the earlier of the Initial
Stated Maturity Date or such later Corresponding Maturity Date related to the
relevant Election Date on which the maturity of this Note was previously
extended or if such day is not a Business Day, the immediately preceding
Business Day. The principal amount of this Note for which such election is not
exercised will be represented by a new note substantially in the form attached
hereto as Exhibit B (each a "Short Term Note") issued as of such Election Date
and Schedule A hereto shall be annotated as of such Election Date to reflect the
corresponding decrease in the principal amount hereof. Each Short Term Note so
issued will have the same terms as this Note, except that it will not be
extendible, will have the relevant CUSIP number specified below and its maturity
date will be the earlier of the Initial Stated Maturity Date or such later
Corresponding Maturity Date related to the relevant Election Date on
Hartford Life Global Funding Trust 2008-001
SII - 1
which the maturity of this Note was not extended, or, if such day is not a
Business Day, the immediately preceding Business Day. The failure to elect to
extend the maturity of all or any portion of the principal of this Note will be
irrevocable and will be binding upon any subsequent holder of this Note.
The Trust and the Indenture Trustee shall deem this Note canceled as to
any portion hereof for which a duly completed Election Notice and, if
applicable, this Note are not delivered to the Paying Agent during the notice
period for any Election Date.
If, with respect to any Election Date under this Note, the Holder does
not extend the maturity of all of the principal amount of this Note, the Paying
Agent, on behalf of the Trust, shall immediately (but in no event later than the
third (3rd) Business Day following the relevant Election Date) notify Hartford
Life of the amount not extended which shall be the principal amount of the
Funding Agreement redeemed on the applicable maturity date.
SPREAD:
The spread for the Notes for the indicated periods is as follows:
- --------------------------------------------------------------------------------------------------
PERIOD SPREAD
- --------------------------------------------------------------------------------------------------
From and including the Issuance Date to but not including December 15, 2008 + 0.27%
- --------------------------------------------------------------------------------------------------
From and including December 15, 2008 to but not including December 15, 2009 + 0.29%
- --------------------------------------------------------------------------------------------------
From and including December 15, 2009 to but not including December 15, 2010 + 0.31%
- --------------------------------------------------------------------------------------------------
From and including December 15, 2010 to but not the Final Stated Maturity Date + 0.32%
- --------------------------------------------------------------------------------------------------
CUSIP NUMBERS:
The CUSIP numbers for each possible Short Term Note shall be as follows
with regard to each possible maturity date for such Short Term Note:
---------------------------------------------------------
CUSIP NUMBER MATURITY DATE
---------------------------------------------------------
41659EGR2 January 15, 2009
---------------------------------------------------------
41659EGS0 April 15, 2009
---------------------------------------------------------
41659EGT8 July 15, 2009
---------------------------------------------------------
41659EGU5 October 15, 2009
---------------------------------------------------------
41659EGV3 January 15, 2010
---------------------------------------------------------
41659EGW1 April 15, 2010
---------------------------------------------------------
41659EGX9 July 15, 2010
---------------------------------------------------------
41659EGY7 October 15, 2010
---------------------------------------------------------
41659EGZ4 January 15, 2011
---------------------------------------------------------
41659EHA8 April 15, 2011
---------------------------------------------------------
41659EHB6 July 15, 2011
---------------------------------------------------------
41659EHC4 October 15, 2011
---------------------------------------------------------
Hartford Life Global Funding Trust 2008-001
SII - 2
SCHEDULE A
The initial aggregate principal amount of the Note evidenced by the
Certificate to which this Schedule is attached is $300,000,000. The notations on
the following table evidence decreases in the aggregate principal amount of the
Note evidenced by such Certificate:
- ------------------------------------------------------------------------------------------------
Election Date Decreases in Principal Principal Amount of this Notation by Security
Amount of this Note Note Remaining After Registrar
Such Decrease
- ------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------
Hartford Life Global Funding Trust 2008-001
SII - 3
EXHIBIT A
FORM OF ELECTION NOTICE
The undersigned hereby elects to extend the maturity of the Hartford Life Global
Funding Trust 2008-001 Secured Medium-Term Note (CUSIP 41659EGQ4) (the "Note")
(or the portion thereof specified below) with the effect provided in said Note
by delivering this Election Notice duly completed by the Holder of said Note,
and in the event of an election to extend the maturity of only a portion of the
principal amount of said Note, by surrendering said Note to the Paying Agent at
the following address:
The Bank of New York - Mellon
Corporate Trust, 8th Floor
101 Barclay Street
New York, NY 10286
or such other address of which the Paying Agent shall from time to time notify
the Holders of the Notes.
If the option to extend the maturity of less than the entire principal amount of
said Note is elected, specify the portion of said Note (which shall be $1,000 or
an integral multiple of $1,000 in excess thereof) as to which the Holder elects
to extend the maturity: $_________; and specify the denomination or
denominations (which shall be $1,000 or an integral multiple of $1,000 in excess
thereof) of the Notes in the form attached to said Note as Exhibit B to be
issued to the Holder for the portion of said Note to which the option to extend
the maturity is not being elected (in absence of any such specification one such
Note in the form of said Exhibit B will be issued for the portion as to which
the option to extend maturity is not being made): $__________.
Date:____________________ __________________________________________
NOTICE: The signature on this Election
Notice must correspond with the name as
written upon the face of the Note in every
particular, without alteration or
enlargement or any change whatever.
Hartford Life Global Funding Trust 2008-001
A - 1
EXHIBIT B
FORM OF SHORT-TERM NOTE
THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE (HEREINAFTER
DEFINED) AND IS REGISTERED IN THE NAME OF A DEPOSITARY (AS DEFINED IN THE
INDENTURE) OR A NOMINEE OF A DEPOSITARY. THIS NOTE IS NOT EXCHANGEABLE FOR NOTES
REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE
EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER
OF THIS NOTE (OTHER THAN A TRANSFER OF THIS NOTE AS A WHOLE BY THE DEPOSITARY TO
A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY
OR ANOTHER NOMINEE OF THE DEPOSITARY) MAY BE REGISTERED EXCEPT IN THE LIMITED
CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY
TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE TRUST (HEREINAFTER
DEFINED) OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND
UNLESS ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH
OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED
REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR
OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER
HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
REGISTERED NO.: CUSIP NO.: PRINCIPAL AMOUNT: U.S. $
Issuance Date: Floating Rate Note: [X] Yes [ ] No.
Settlement Date: If yes, Regular Floating Rate Notes [X]/Inverse Floating
Issue Price: 100% Rate Notes [ ]
Stated Maturity Date: ___________, or if such day is not a Fixed Interest Rate:
Business Day, the immediately preceding Business Day. Floating Rate/ Fixed Rate Notes: [ ]
Securities Exchange Listing: [ ] Yes [X] No. If yes, Fixed Interest Rate:
indicate name(s) of Securities Exchange(s): Fixed Rate Commencement Date:
Interest Rate Basis(es):
- ----------------------------------. CD Rate [ ]
Depositary: The Depository Trust Company. CMT Rate [ ]
Authorized Denominations: $1,000 integral amounts. Designated CMT Telerate Page:
Collateral held in the Trust: Hartford Life Insurance If Telerate Page 7052: [ ] Weekly Average
Company Funding Agreement No. FA-408001, all proceeds [ ] Monthly Average
of the Funding Agreement and all rights and books and Designated CMT Maturity Index:
records pertaining to the foregoing. Commercial Paper Rate [ ]
Additional Amounts to be Paid: [ ] Yes [X] No Federal Funds Rate [ ]
Interest Rate or Formula: LIBOR [X]
Fixed Rate Note: [ ] Yes [X] No. If yes, [X] LIBOR Reuters Page: LIBOR 01
Interest Rate: [ ] LIBOR Moneyline Telerate Page:
Interest Payment Dates: LIBOR Currency: U.S. Dollars
Additional/Other Terms: Prime Rate [ ]
Amortizing Note: [ ] Yes [X] No. If yes, Amortization Treasury Rate [ ]
schedule or formula: Index Maturity: Three month.
Additional/Other Terms: Spread: See attached Schedule II.
Discount Note: [ ] Yes [X] No. If yes, Total Amount of Spread Multiplier: Not applicable.
Discount: Initial Interest Rate, if any:
Initial Accrual Period of Discount:
Interest Payment Dates:
Additional/Other Terms:
Hartford Life Global Funding Trust 2008-001
B - 1
Redemption Provisions: [ ] Yes [X] No. If yes, Initial Interest Reset Date: __________; provided
Initial Redemption Date: that if such day is not a Business Day, such
Redemption Dates: Interest Reset Date will be the next
Initial Redemption Percentage: succeeding day that is a Business Day, unless
Annual Redemption Percentage Reduction, if any: that succeeding Business Day would fall in the
Additional/Other Terms: next calendar month, in which case such
Repayment Provisions: [ ] Yes [X] No. If yes, Interest Reset Date will be the immediately
Repayment Date(s): preceding Business Day.
Repayment Price: Interest Reset Dates: The 15th day of each March,
Additional/Other Terms: June, September and December; provided that if
Regular Record Date(s): 15 days prior to each Interest such day is not a Business Day, such Interest
Payment Date. Reset Date will be the next succeeding day
Sinking Fund: None. that is a Business Day, unless that succeeding
Day Count Convention: Actual/360. Business Day would fall in the next calendar
Specified Currency: U.S. Dollars. month, in which case such Interest Reset Date
Exchange Rate Agent: Not Applicable will be the immediately preceding Business
Day.
Interest Determination Date(s): As provided herein.
Interest Payment Dates: The 15th day of each
March, June, September and December provided
that (1) if such Interest Payment Date (other
than the maturity date) is not a Business Day,
such Interest Payment Date will be the next
succeeding day that is a Business Day, unless
that succeeding Business Day would fall in the
next calendar month, in which case such
Interest Payment Date will be the immediately
preceding Business Day and (2) the final
Interest Payment Date of this Note will be the
maturity date of this Note.
Maximum Interest Rate, if any: Not applicable.
Minimum Interest Rate, if any: Not applicable.
Additional/Other Terms: See attached Schedule II.
Calculation Agent: The Bank of New York Trust Company, N.A.
The Hartford Life Global Funding Trust designated above (the "Trust"),
for value received, hereby promises to pay to Cede & Co., or its registered
assigns, the Principal Amount specified above on the Stated Maturity Date
specified above and, if so specified above, to pay interest thereon from the
Issuance Date specified above or from the most recent Interest Payment Date
specified above to which interest has been paid or duly provided for at the rate
per annum determined in accordance with the provisions on the reverse hereof and
as specified above, until the principal hereof is paid or made available for
payment. Unless otherwise specified above, payments of principal, premium, if
any, and interest hereon will be made in the lawful currency of the United
States of America ("U.S. Dollars" or "United States dollars"). If the Specified
Currency specified above is other than U.S. Dollars, the Holder (as defined in
the Indenture) shall receive such payments in such Foreign Currency (as
hereinafter defined). The "Principal Amount" of this Note at any time means (1)
if this Note is a Discount Note (as hereinafter defined), the Amortized Face
Amount (as hereinafter defined) at such time (as defined in SECTION 3(c) on the
reverse hereof) and (2) in all other cases, the Principal Amount hereof.
Capitalized terms not otherwise defined herein shall have their meanings set
forth in the Indenture, dated as of the Issuance Date (the "Indenture"), between
The Bank of New York Trust Company, N.A., as the indenture trustee (the
"Indenture Trustee"), and the Trust, or on the face hereof.
This Note will mature on the Stated Maturity Date, unless its principal (or any
installment of its principal) becomes due and payable prior to the Stated
Maturity Date, whether, as applicable, by the declaration of acceleration of
maturity, notice of redemption by the Trust or otherwise (the Stated Maturity
Date or any date prior to the Stated Maturity Date on which this Note becomes
due and payable, as the case may be, is referred to as the "MATURITY DATE").
A "DISCOUNT NOTE" is any Note that has an Issue Price that is less than 100% of
the Principal Amount thereof by more than a percentage equal to the product of
0.25% and the number of full years to the Stated Maturity Date.
Hartford Life Global Funding Trust 2008-001
B - 2
Unless otherwise specified above, the interest payable on each Interest Payment
Date or the Maturity Date will be the amount of interest accrued from and
including the Issuance Date or from and including the last Interest Payment Date
to which interest has been paid or duly provided for, as the case may be, to,
but excluding, such Interest Payment Date or the Maturity Date, as the case may
be.
Unless otherwise specified above, the interest payable on any Interest Payment
Date will be paid to the Holder on the Regular Record Date for such Interest
Payment Date, which Regular Record Date shall be the fifteenth (15th) calendar
day, whether or not a Business Day, immediately preceding the related Interest
Payment Date; PROVIDED that, notwithstanding any provision of the Indenture to
the contrary, interest payable on any Maturity Date shall be payable to the
Person to whom principal shall be payable; and PROVIDED, FURTHER, that unless
otherwise specified above, in the case of a Note initially issued between a
Regular Record Date and the Interest Payment Date relating to such Regular
Record Date, interest for the period beginning on the Issuance Date and ending
on such Interest Payment Date shall be paid on the Interest Payment Date
following the next succeeding Regular Record Date to the Holder on such next
succeeding Regular Record Date.
Payments of principal of, and premium, if any, and interest and other amounts
due and owing, if any, will be made through the Indenture Trustee to the account
of DTC or its nominee and will be made in accordance with depositary
arrangements with DTC.
Unless otherwise specified on the face hereof, the Holder hereof will not be
obligated to pay any administrative costs imposed by banks in making payments in
immediately available funds by the Trust. Unless otherwise specified on the face
hereof, any tax assessment or governmental charge imposed upon payments
hereunder, including, without limitation, any withholding tax, will be borne by
the Holder hereof.
REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS NOTE SET FORTH ON THE
REVERSE HEREOF. SUCH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME
EFFECT AS IF SET FORTH AT THIS PLACE.
Unless the certificate of authentication hereon shall have been executed by the
Indenture Trustee pursuant to the Indenture, this Note shall not be entitled to
any benefit under the Indenture or be valid or obligatory for any purpose.
Hartford Life Global Funding Trust 2008-001
B - 3
IN WITNESS WHEREOF, the Trust has caused this instrument to be duly
executed, by manual or facsimile signature.
HARTFORD LIFE GLOBAL FUNDING TRUST 2008-001
Dated: [o] By: Wilmington Trust Company, not in its
individual capacity but solely as Delaware Trustee.
By: _______________________________________
Authorized Officer
CERTIFICATE OF AUTHENTICATION
This is one of the Notes of the Hartford Life Global Funding Trust
specified on the face of this Note and referred to in the within-mentioned
Indenture.
THE BANK OF NEW YORK TRUST COMPANY, N.A.
As Indenture Trustee
Dated: [o] By: _______________________________________
authorized officer
Hartford Life Global Funding Trust 2008-001
B - 4
[REVERSE OF NOTE]
SECTION 1. GENERAL. This Note is one of a duly authorized issue of Notes of the
Trust. The Notes are issued pursuant to the Indenture.
SECTION 2. CURRENCY.
(a) Unless specified otherwise on the face hereof, this Note is denominated
in, and payments of principal, premium, if any, and/or interest, if any, will be
made in U.S. Dollars. If specified as the Specified Currency, this Note may be
denominated in, and payments of principal, premium, if any, and/or interest, if
any, may be made in a single currency other than U.S. Dollars (a "Foreign
Currency"). If this Note is denominated in a Foreign Currency, the Holder of
this Note is required to pay for this Note in the Specified Currency.
(b) Unless specified otherwise on the face hereof, if this Note is
denominated in a Foreign Currency, the Trust is obligated to make payments of
principal of, and premium, if any, and interest, if any, on, this Note in the
Specified Currency. Any amounts so payable by the Trust in the Specified
Currency will be converted by the Exchange Rate Agent into U.S. Dollars for
payment to the Holder hereof unless otherwise specified on the face of this Note
or the Holder elects, in the manner described below, to receive these amounts in
the Specified Currency. If this Note is denominated in a Foreign Currency, any
U.S. Dollar amount to be received by the Holder hereof will be based on the bid
quotation in The City of New York received by the Exchange Rate Agent at
approximately 11:00 A.M., New York City time, on the second Business Day
preceding the applicable payment date from a recognized foreign exchange dealer
(which may be the Exchange Rate Agent) selected by the Exchange Rate Agent and
approved by the Trust for the purchase by the quoting dealer of the Specified
Currency for U.S. Dollars for settlement on that payment date in the aggregate
amount of the Specified Currency payable to all Holders of the Notes scheduled
to receive U.S. Dollar payments and at which the applicable dealer commits to
execute a contract. All currency exchange costs will be borne by the Holders of
the Notes by deductions from any payments. If a bid quotation is not available,
payments will be made in the Specified Currency. If this Note is denominated in
a Foreign Currency, the Holder of this Note may elect to receive all or a
specified portion of any payment of principal, premium, if any, and/or interest,
if any, in the Specified Currency by submitting a written request to the
Indenture Trustee at its Corporate Trust Office in The City of New York on or
prior to the applicable Regular Record Date or at least 15 calendar days prior
to the Maturity Date, as the case may be. This written request may be mailed or
hand delivered or sent by cable, telex or other form of facsimile transmission.
This election will remain in effect until revoked by written notice delivered to
the Indenture Trustee on or prior to a Regular Record Date or at least 15
calendar days prior to the Maturity Date, as the case may be. The Holder of a
Note denominated in a Foreign Currency to be held in the name of a broker or
nominee should contact their broker or nominee to determine whether and how an
election to receive payments in the Specified Currency may be made. Unless
specified otherwise on the face hereof, if the Specified Currency is other than
U.S. Dollars, a beneficial owner of a Note represented by a Global Note which
elects to receive payments of principal, premium, if any, and/or interest, if
any, in the Specified Currency must notify the participant through which it owns
its interest on or prior to the applicable Regular Record Date or at least 15
calendar days prior to the Maturity Date, as the
Hartford Life Global Funding Trust 2008-001
B - 5
case may be, of its election. The applicable participant must notify DTC of its
election on or prior to the third Business Day after the applicable Regular
Record Date or at least 12 calendar days prior to the Maturity Date, as the case
may be, and DTC will notify the Indenture Trustee of that election on or prior
to the fifth Business Day after the applicable Regular Record Date or at least
ten calendar days prior to the Maturity Date, as the case may be. If complete
instructions are received by the participant from the applicable beneficial
owner and forwarded by the participant to DTC, and by DTC to the Indenture
Trustee, on or prior to such dates, then the applicable beneficial owner will
receive payments in the Specified Currency.
(c) The Trust will indemnify the Holder hereof against any loss incurred as
a result of any judgment or order being given or made for any amount due under
this Note and that judgment or order requiring payment in a currency (the
"Judgment Currency") other than the Specified Currency, and as a result of any
variation between: (i) the rate of exchange at which the Specified Currency
amount is converted into the Judgment Currency for the purpose of that judgment
or order; and (ii) the rate of exchange at which the Holder, on the date of
payment of that judgment or order, is able to purchase the Specified Currency
with the amount of the Judgment Currency actually received.
(d) Unless otherwise specified on the face hereof, if payment hereon is
required to be made in a Foreign Currency and such currency is unavailable due
to the imposition of exchange controls or other circumstances beyond the Trust's
control, then the Trust will be entitled to make payments with respect hereto in
U.S. Dollars on the basis of the Market Exchange Rate (as hereinafter defined),
computed by the Exchange Rate Agent, on the second Business Day prior to the
particular payment or, if the Market Exchange Rate is not then available, on the
basis of the most recently available Market Exchange Rate.
(e) The "Market Exchange Rate" for the Foreign Currency shall mean the noon
dollar buying rate in The City of New York for cable transfers for the Foreign
Currency as certified for customs purposes (or, if not so certified, as
otherwise determined) by the Federal Reserve Bank of New York.
(f) All determinations made by the Exchange Rate Agent shall be at its sole
discretion and shall, in the absence of manifest error, be conclusive for all
purposes and binding on the Holder hereof.
(g) All costs of exchange in respect of this Note, if denominated in a
Foreign Currency, will be borne by the Holder hereof.
SECTION 3. DETERMINATION OF INTEREST RATE AND CERTAIN OTHER TERMS.
(a) FIXED RATE NOTES. If this Note is specified on the face hereof as a
"Fixed Rate Note":
(i) This Note will bear interest at the rate per annum specified on
the face hereof. Interest on this Note will be computed on the basis
of a 360-day year of twelve 30-day months.
Hartford Life Global Funding Trust 2008-001
B - 6
(ii) Unless otherwise specified on the face hereof, the Interest
Payment Dates for this Note will be as follows:
INTEREST PAYMENT FREQUENCY INTEREST PAYMENT DATES
----------------------------- --------------------------
Monthly Fifteenth day of
each calendar month,
beginning in the
first calendar month
following the month
this Note was
issued.
Quarterly Fifteenth day of
every third calendar
month, beginning in
the third calendar
month following the
month this Note was
issued.
Semi-annual Fifteenth day of
every sixth calendar
month, beginning in
the sixth calendar
month following the
month this Note was
issued.
Annual Fifteenth day of
every twelfth
calendar month,
beginning in the
twelfth calendar
month following the
month this Note was
issued.
(iii) If any Interest Payment Date or the Maturity Date of this Note
falls on a day that is not a Business Day, the Trust will make the
required payment of principal, premium, if any, and/or interest or
other amounts on the next succeeding Business Day, and no additional
interest will accrue in respect of the payment made on that next
succeeding Business Day.
(b) FLOATING RATE NOTES. If this Note is specified on the face hereof as a
"Floating Rate Note":
(i) INTEREST RATE BASIS. Interest on this Note will be determined by
reference to the applicable Interest Rate Basis or Interest Rate
Bases, which may, as described below, include the CD Rate, the CMT
Rate, the Commercial Paper Rate, the Federal Funds Rate, LIBOR, the
Prime Rate or the Treasury Rate (each as defined below) in accordance
with a schedule attached hereto.
(ii) EFFECTIVE RATE. The rate derived from the applicable Interest
Rate Basis will be determined in accordance with the related
provisions below. The interest rate in effect on each day will be
based on: (1) if that day is an Interest Reset Date, the rate
determined as of the Interest Determination Date immediately preceding
that Interest Reset Date; or (2) if that day is not an Interest Reset
Date, the rate determined as of the Interest Determination Date
immediately preceding the most recent Interest Reset Date.
(iii) SPREAD; SPREAD MULTIPLIER; INDEX MATURITY. The "Spread" is the
number of basis points (one one-hundredth of a percentage point)
specified on the face hereof to be added to or subtracted from the
related Interest Rate Basis or Interest Rate Bases applicable to this
Note. The "Spread Multiplier" is the percentage specified on the
Hartford Life Global Funding Trust 2008-001
B - 7
face hereof of the related Interest Rate Basis or Interest Rate Bases
applicable to this Note by which the Interest Rate Basis or Interest
Rate Bases will be multiplied to determine the applicable interest
rate. The "Index Maturity" is the period to maturity of the instrument
or obligation with respect to which the related Interest Rate Basis or
Interest Rate Bases will be calculated.
(iv) REGULAR FLOATING RATE NOTE. Unless this Note is specified on the
face hereof as a Floating Rate/Fixed Rate Note or an Inverse Floating
Rate Note, this Note (a "Regular Floating Rate Note") will bear
interest at the rate determined by reference to the applicable
Interest Rate Basis or Interest Rate Bases: (1) multiplied by the
applicable Spread Multiplier, if any; and/or (2) plus or minus the
applicable Spread, if any. Commencing on the first Interest Reset
Date, the rate at which interest on this Regular Floating Rate Note is
payable will be reset as of each Interest Reset Date; PROVIDED,
HOWEVER, that the interest rate in effect for the period, if any, from
the Issuance Date to the first Interest Reset Date will be the Initial
Interest Rate.
(v) FLOATING RATE/FIXED RATE NOTES. If this Note is specified on the
face hereof as a "Floating Rate/Fixed Rate Note", this Note will bear
interest at the rate determined by reference to the applicable
Interest Rate Basis or Interest Rate Bases: (1) multiplied by the
applicable Spread Multiplier, if any; and/or (2) plus or minus the
applicable Spread, if any. Commencing on the first Interest Reset
Date, the rate at which this Floating Rate/Fixed Rate Note is payable
will be reset as of each Interest Reset Date; PROVIDED, HOWEVER, that:
(A) the interest rate in effect for the period, if any, from the
Issuance Date to the first Interest Reset Date will be the Initial
Interest Rate specified on the face hereof; and (B) the interest rate
in effect commencing on the Fixed Rate - Commencement Date will be the
Fixed Interest Rate, if specified on the face hereof, or, if not so
specified, the interest rate in effect on the day immediately
preceding the Fixed Rate Commencement Date.
(vi) INVERSE FLOATING RATE NOTES. If this Note is specified on the
face hereof as an "Inverse Floating Rate Note", this Note will bear
interest at the Fixed Interest Rate minus the rate determined by
reference to the applicable Interest Rate Basis or Interest Rate
Bases: (1) multiplied by the applicable Spread Multiplier, if any;
and/or (2) plus or minus the applicable Spread, if any; PROVIDED,
HOWEVER, that interest on this Inverse Floating Rate Note will not be
less than zero. Commencing on the first Interest Reset Date, the rate
at which interest on this Inverse Floating Rate Note is payable will
be reset as of each Interest Reset Date; PROVIDED, HOWEVER, that the
interest rate in effect for the period, if any, from the Issuance Date
to the first Interest Reset Date will be the Initial Interest Rate.
(vii) INTEREST RESET DATES. The period between Interest Reset Dates
will be the "Interest Reset Period." Unless otherwise specified on the
face hereof, the Interest Reset Dates will be, in the case of this
Floating Rate Note if by its terms it resets: (1) daily--each Business
Day; (2) weekly--the Wednesday of each week, with the exception of any
weekly reset Floating Rate Note as to which the Treasury Rate is an
applicable Interest Rate Basis, which will reset the Tuesday of each
week; (3) monthly--the fifteenth day of each calendar month; (4)
quarterly--the fifteenth day
Hartford Life Global Funding Trust 2008-001
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of every third calendar month, beginning in the third calendar month
following the month in which the Issuance Date occurred; (5)
semi-annually--the fifteenth day of every sixth calendar month,
beginning in the sixth calendar month following the month in which the
Issuance Date occurred; and (6) annually--the fifteenth day of every
twelfth calendar month, beginning in the twelfth calendar month
following the month in which the Issuance Date occurred; PROVIDED,
HOWEVER, that, with respect to a Floating Rate/Fixed Rate Note, the
rate of interest thereon will not reset after the particular Fixed
Rate Commencement Date. If any Interest Reset Date for this Floating
Rate Note would otherwise be a day that is not a Business Day, the
particular Interest Reset Date will be postponed to the next
succeeding Business Day, except that in the case of a Floating Rate
Note as to which LIBOR is an applicable Interest Rate Basis and that
Business Day falls in the next succeeding calendar month, the
particular Interest Reset Date will be the immediately preceding
Business Day.
(viii) INTEREST DETERMINATION DATES. The interest rate applicable to a
Floating Rate Note for an Interest Reset Period commencing on the
related Interest Reset Date will be determined by reference to the
applicable Interest Rate Basis as of the particular "Interest
Determination Date", which will be: (1) with respect to the Commercial
Paper Rate, Federal Funds Rate and the Prime Rate--the Business Day
immediately preceding the related Interest Reset Date; (2) with
respect to the CD Rate and the CMT Rate--the second Business Day
preceding the related Interest Reset Date; (3) with respect to
LIBOR--the second London Banking Day preceding the related Interest
Reset Date, unless the applicable LIBOR Currency is (A) pounds
sterling, in which case the Interest Determination Date will be the
related Interest Reset Date, or (B) euro, in which case the Interest
Determination Date will be the second TARGET Settlement Day (as
defined below) preceding the applicable Interest Reset Date; and (4)
with respect to the Treasury Rate--the day of the week in which the
related Interest Reset Date falls on which day Treasury Bills (as
defined below) are normally auctioned (i.e., Treasury Bills are
normally sold at auction on Monday of each week, unless that day is a
legal holiday, in which case the auction is normally held on the
following Tuesday, except that the auction may be held on the
preceding Friday); PROVIDED, HOWEVER, that if an auction is held on
the Friday of the week preceding the related Interest Reset Date, the
Interest Determination Date will be the preceding Friday. The Interest
Determination Date pertaining to a Floating Rate Note, the interest
rate of which is determined with reference to two or more Interest
Rate Bases, will be the latest Business Day which is at least two
Business Days before the related Interest Reset Date for the
applicable Floating Rate Note on which each Interest Reset Basis is
determinable. "TARGET SETTLEMENT DAY" means a day on which the TARGET
System is open.
(ix) CALCULATION DATES. The interest rate applicable to each Interest
Reset Period will be determined by the Calculation Agent on or prior
to the Calculation Date (as defined below), except with respect to
LIBOR, which will be determined on the particular Interest
Determination Date. Upon request of the Holder of a Floating Rate
Note, the Calculation Agent will disclose the interest rate then in
effect and, if determined, the interest rate that will become
effective as a result of a determination made for the next succeeding
Interest Reset Date with respect to such Floating Rate
Hartford Life Global Funding Trust 2008-001
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Note. The "CALCULATION DATE", if applicable, pertaining to any
Interest Determination Date will be the earlier of: (1) the tenth
calendar day after the particular Interest Determination Date or, if
such day is not a Business Day, the next succeeding Business Day; or
(2) the Business Day immediately preceding the applicable Interest
Payment Date or the Maturity Date, as the case may be.
(x) MAXIMUM OR MINIMUM INTEREST RATE. If specified on the face hereof,
this Note may have either or both of a Maximum Interest Rate or a
Minimum Interest Rate. If a Maximum Interest Rate is so designated,
the interest rate for a Floating Rate Note cannot ever exceed such
Maximum Interest Rate and in the event that the interest rate on any
Interest Reset Date would exceed such Maximum Interest Rate (as if no
Maximum Interest Rate were in effect) then the interest rate on such
Interest Reset Date shall be the Maximum Interest Rate. If a Minimum
Interest Rate is so designated, the interest rate for a Floating Rate
Note cannot ever be less than such Minimum Interest Rate and in the
event that the interest rate on any Interest Reset Date would be less
than such Minimum Interest Rate (as if no Minimum Interest Rate were
in effect) then the interest rate on such Interest Reset Date shall be
the Minimum Interest Rate. Notwithstanding anything to the contrary
contained herein, the interest rate on a Floating Rate Note shall not
exceed the maximum interest rate permitted by applicable law.
(xi) INTEREST PAYMENTS. Unless otherwise specified on the face hereof,
the Interest Payment Dates will be, in the case of a Floating Rate
Note which resets: (1) daily, weekly or monthly--the fifteenth day of
each calendar month or on the fifteenth day of every third calendar
month, beginning in the third calendar month following the month in
which the Issuance Date occurred, as specified on the face hereof; (2)
quarterly--the fifteenth day of every third calendar month, beginning
in the third calendar month following the month in which the Issuance
Date occurred; (3) semi-annually--the fifteenth day of every sixth
calendar month, beginning in the sixth calendar month following the
month in which the Issuance Date occurred; and (4) annually--the
fifteenth day of every twelfth calendar month, beginning in the
twelfth calendar month following the month in which the Issuance Date
occurred. In addition, the Maturity Date will also be an Interest
Payment Date. If any Interest Payment Date other than the Maturity
Date for this Floating Rate Note would otherwise be a day that is not
a Business Day, such Interest Payment Date will be postponed to the
next succeeding Business Day, except that in the case of a Floating
Rate Note as to which LIBOR is an applicable Interest Rate Basis and
that Business Day falls in the next succeeding calendar month, the
particular Interest Payment Date will be the immediately preceding
Business Day. If the Maturity Date of a Floating Rate Note falls on a
day that is not a Business Day, the Trust will make the required
payment of principal, premium, if any, and interest or other amounts
on the next succeeding Business Day, and no additional interest will
accrue in respect of the payment made on that next succeeding Business
Day.
(xii) ROUNDING. Unless otherwise specified on the face hereof, all
percentages resulting from any calculation on this Floating Rate Note
will be rounded to the nearest one hundred-thousandth of a percentage
point, with five one-millionths of a
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percentage point rounded upwards. All dollar amounts used in or
resulting from any calculation on this Floating Rate Note will be
rounded, in the case of U.S. Dollars, to the nearest cent or, in the
case of a Foreign Currency, to the nearest unit (with one-half cent or
unit being rounded upwards).
(xiii) INTEREST FACTOR. With respect to a Floating Rate Note, accrued
interest is calculated by multiplying the principal amount of such
Note by an accrued interest factor. The accrued interest factor is
computed by adding the interest factor calculated for each day in the
particular Interest Reset Period. The interest factor for each day
will be computed by dividing the interest rate applicable to such day
by 360, in the case of a Floating Rate Note as to which the CD Rate,
the Commercial Paper Rate, the Federal Funds Rate, LIBOR or the Prime
Rate is an applicable Interest Rate Basis, or by the actual number of
days in the year, in the case of a Floating Rate Note as to which the
CMT Rate or the Treasury Rate is an applicable Interest Rate Basis.
The interest factor for a Floating Rate Note as to which the interest
rate is calculated with reference to two or more Interest Rate Bases
will be calculated in each period in the same manner as if only the
Interest Rate Basis specified under "Additional/Other Terms" applied.
(xiv) DETERMINATION OF INTEREST RATE BASIS. The Calculation Agent
shall determine the rate derived from each Interest Rate Basis in
accordance with the following provisions.
(1) CD RATE NOTES. If the Interest Rate Basis is the CD Rate,
this Note shall be deemed a "CD Rate Note." Unless otherwise
specified on the face hereof, "CD Rate" means, from the Issuance
Date to the first Interest Reset Date, the Initial Interest Rate,
if any, and thereafter:
(A) the rate on the particular Interest Determination Date
for negotiable United States dollar certificates of deposit
having the Index Maturity specified on the face hereof as
published in H.15(519) (as defined below) under the caption
"CDs (secondary market)"; or
(B) if the rate referred to in clause (A) is not so
published by 3:00 P.M., New York City time, on the related
Calculation Date, the rate on the particular Interest
Determination Date for negotiable United States dollar
certificates of deposit of the particular Index Maturity as
published in H.15 Daily Update (as defined below), or other
recognized electronic source used for the purpose of
displaying the applicable rate, under the caption "CDs
(secondary market)"; or
(C) if the rate referred to in clause (B) is not so
published by 3:00 P.M., New York City time, on the related
Calculation Date, the rate on the particular Interest
Determination Date calculated by the Calculation Agent as
the arithmetic mean of the secondary market offered rates as
of 10:00 A.M., New York City time, on that Interest
Determination Date, of three leading non-bank dealers in
negotiable United States dollar certificates of
Hartford Life Global Funding Trust 2008-001
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deposit in The City of New York (which may include the
purchasing agent or its affiliates) selected by the
Calculation Agent for negotiable United States dollar
certificates of deposit of major United States money market
banks for negotiable United States certificates of deposit
with a remaining maturity closest to the particular Index
Maturity in an amount that is representative for a single
transaction in that market at that time; or
(D) if the dealers so selected by the Calculation Agent are
not quoting as mentioned in clause (C), the CD Rate in
effect on the particular Interest Determination Date;
provided that if no CD Rate is then in effect, the interest
rate for the next Interest Reset Period will be the Initial
Interest Rate.
"H.15(519)" means the weekly statistical release designated as
H.15(519), or any successor publication, published by the Board
of Governors of the Federal Reserve System.
"H.15 Daily Update" means the daily update of H.15(519),
available through the world-wide-web site of the Board of
Governors of the Federal Reserve System at
http//www.federalreserve.gov/releases/H15/update, or any
successor site or publication.
(2) CMT RATE NOTES. If the Interest Rate Basis is the CMT Rate,
this Note shall be deemed a "CMT Rate Note." Unless otherwise
specified on the face hereof, "CMT Rate" means, from the Issuance
Date to the first Interest Reset Date, the Initial Interest Rate,
if any, and thereafter:
(A) if CMT Moneyline Telerate Page 7051 is specified on the
face hereof:
i. the percentage equal to the yield for United
States Treasury securities at "constant maturity"
having the Index Maturity specified on the face
hereof as published in H.15(519) under the caption
"Treasury Constant Maturities", as the yield is
displayed on Moneyline Telerate (or any successor
service) on page 7051 (or any other page as may
replace the specified page on that service)
("Moneyline Telerate Page 7051"), for the
particular Interest Determination Date; or
ii. if the rate referred to in clause (i) does not so
appear on Moneyline Telerate Page 7051, the
percentage equal to the yield for United States
Treasury securities at "constant maturity" having
the particular Index Maturity and for the
particular Interest Determination Date as
published in H.15(519) under the caption "Treasury
Constant Maturities"; or
Hartford Life Global Funding Trust 2008-001
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iii. if the rate referred to in clause (ii) does not so
appear in H.15(519), the rate on the particular
Interest Determination Date for the period of the
particular Index Maturity as may then be published
by either the Federal Reserve System Board of
Governors or the United States Department of the
Treasury that the Calculation Agent determines to
be comparable to the rate which would otherwise
have been published in H.15(519); or
iv. if the rate referred to in clause (iii) is not so
published, the rate on the particular Interest
Determination Date calculated by the Calculation
Agent as a yield to maturity based on the
arithmetic mean of the secondary market bid prices
at approximately 3:30 P.M., New York City time, on
that Interest Determination Date of three leading
primary United States government securities
dealers in The City of New York (which may include
the purchasing agent or its affiliates) (each, a
"Reference Dealer") selected by the Calculation
Agent from five Reference Dealers selected by the
Calculation Agent and eliminating the highest
quotation, or, in the event of equality, one of
the highest, and the lowest quotation or, in the
event of equality, one of the lowest, for United
States Treasury securities with an original
maturity equal to the particular Index Maturity, a
remaining term to maturity no more than one year
shorter than that Index Maturity and in a
principal amount that is representative for a
single transaction in the securities in that
market at that time; or
v. if fewer than five but more than two of the prices
referred to in clause (iv) are provided as
requested, the rate on the particular Interest
Determination Date calculated by the Calculation
Agent based on the arithmetic mean of the bid
prices obtained and neither the highest nor the
lowest of the quotations shall be eliminated; or
vi. if fewer than three prices referred to in clause
(iv) are provided as requested, the rate on the
particular Interest Determination Date calculated
by the Calculation Agent as a yield to maturity
based on the arithmetic mean of the secondary
market bid prices as of approximately 3:30 P.M.,
New York City time, on that Interest Determination
Date of three Reference Dealers selected by the
Calculation Agent from five Reference Dealers
selected by the Calculation Agent and eliminating
the highest quotation or, in the event of
equality, one of the highest and the lowest
quotation or, in the event of equality, one of the
lowest, for United States Treasury securities with
an original maturity greater than the particular
Index Maturity, a remaining term to
Hartford Life Global Funding Trust 2008-001
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maturity closest to that Index Maturity and in a
principal amount that is representative for a
single transaction in the securities in that
market at that time; or
vii. if fewer than five but more than two prices
referred to in clause (vi) are provided as
requested, the rate on the particular Interest
Determination Date calculated by the Calculation
Agent based on the arithmetic mean of the bid
prices obtained and neither the highest nor the
lowest of the quotations will be eliminated; or
viii. if fewer than three prices referred to in clause
(vi) are provided as requested, the CMT Rate in
effect on the particular Interest Determination
Date; provided that if no CMT Rate is then in
effect, the interest rate for the next Interest
Reset Period will be the Initial Interest Rate; or
(B) if CMT Moneyline Telerate Page 7052 is specified on the
face hereof:
i. the percentage equal to the one-week or one-month,
as specified on the face hereof, average yield for
United States Treasury securities at "constant
maturity" having the Index Maturity specified on
the face hereof as published in H.15(519) opposite
the caption "Treasury Constant Maturities", as the
yield is displayed on Moneyline Telerate (or any
successor service) (on page 7052 or any other page
as may replace the specified page on that service)
("Moneyline Telerate Page 7052"), for the week or
month, as applicable, ended immediately preceding
the week or month, as applicable, in which the
particular Interest Determination Date falls; or
ii. if the rate referred to in clause (i) does not so
appear on Moneyline Telerate Page 7052, the
percentage equal to the one-week or one-month, as
specified on the face hereof, average yield for
United States Treasury securities at "constant
maturity" having the particular Index Maturity and
for the week or month, as applicable, preceding
the particular Interest Determination Date as
published in H.15(519) opposite the caption
"Treasury Constant Maturities"; or
iii. if the rate referred to in clause (ii) does not so
appear in H.15(519), the one-week or one-month, as
specified on the face hereof, average yield for
United States Treasury securities at "constant
maturity" having the particular Index Maturity as
otherwise announced by the Federal Reserve Bank of
New York for the week or month, as applicable,
ended immediately
Hartford Life Global Funding Trust 2008-001
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preceding the week or month, as applicable, in
which the particular Interest Determination Date
falls; or
iv. if the rate referred to in clause (iii) is not so
published, the rate on the particular Interest
Determination Date calculated by the Calculation
Agent as a yield to maturity based on the
arithmetic mean of the secondary market bid prices
at approximately 3:30 P.M., New York City time, on
that Interest Determination Date of three
Reference Dealers selected by the Calculation
Agent from five Reference Dealers selected by the
Calculation Agent and eliminating the highest
quotation, or, in the event of equality, one of
the highest, and the lowest quotation or, in the
event of equality, one of the lowest, for United
States Treasury securities with an original
maturity equal to the particular Index Maturity, a
remaining term to maturity no more than one year
shorter than that Index Maturity and in a
principal amount that is representative for a
single transaction in the securities in that
market at that time; or
v. if fewer than five but more than two of the prices
referred to in clause (iv) are provided as
requested, the rate on the particular Interest
Determination Date calculated by the Calculation
Agent based on the arithmetic mean of the bid
prices obtained and neither the highest nor the
lowest of the quotations shall be eliminated; or
vi. if fewer than three prices referred to in clause
(iv) are provided as requested, the rate on the
particular Interest Determination Date calculated
by the Calculation Agent as a yield to maturity
based on the arithmetic mean of the secondary
market bid prices as of approximately 3:30 P.M.,
New York City time, on that Interest Determination
Date of three Reference Dealers selected by the
Calculation Agent from five Reference Dealers
selected by the Calculation Agent and eliminating
the highest quotation or, in the event of
equality, one of the highest and the lowest
quotation or, in the event of equality, one of the
lowest, for United States Treasury securities with
an original maturity greater than the particular
Index Maturity, a remaining term to maturity
closest to that Index Maturity and in a principal
amount that is representative for a single
transaction in the securities in that market at
the time; or
vii. if fewer than five but more than two prices
referred to in clause (vi) are provided as
requested, the rate on the particular Interest
Determination Date calculated by the Calculation
Agent based on the arithmetic mean of the bid
prices obtained and neither
Hartford Life Global Funding Trust 2008-001
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the highest nor the lowest of the quotations will
be eliminated; or
viii. if fewer than three prices referred to in clause
(vi) are provided as requested, the CMT Rate in
effect on that Interest Determination Date;
provided that if no CMT Rate is then in effect,
the interest rate for the next Interest Reset
Period will be the Initial Interest Rate.
If two United States Treasury securities with an original
maturity greater than the Index Maturity specified on the
face hereof have remaining terms to maturity equally close
to the particular Index Maturity, the quotes for the United
States Treasury security with the shorter original remaining
term to maturity will be used.
(3) COMMERCIAL PAPER RATE NOTES. If the Interest Rate Basis is
the Commercial Paper Rate, this Note shall be deemed a
"Commercial Paper Rate Note." Unless otherwise specified on the
face hereof, "Commercial Paper Rate" means, from the Issuance
Date to the first Interest Reset Date, the Initial Interest Rate,
if any, and thereafter:
(A) the Money Market Yield (as defined below) on the
particular Interest Determination Date of the rate for
commercial paper having the Index Maturity specified on the
face hereof as published in H.15(519) under the caption
"Commercial Paper--Nonfinancial"; or
(B) if the rate referred to in clause (A) is not so
published by 3:00 P.M., New York City time, on the related
Calculation Date, the Money Market Yield of the rate on the
particular Interest Determination Date for commercial paper
having the particular Index Maturity as published in H.15
Daily Update, or such other recognized electronic source
used for the purpose of displaying the applicable rate,
under the caption "Commercial Paper--Nonfinancial"; or
(C) if the rate referred to in clause (B) is not so
published by 3:00 P.M., New York City time, on the related
Calculation Date, the rate on the particular Interest
Determination Date calculated by the Calculation Agent as
the Money Market Yield of the arithmetic mean of the offered
rates at approximately 11:00 A.M., New York City time, on
that Interest Determination Date of three leading dealers of
United States dollar commercial paper in The City of New
York (which may include the purchasing agent or its
affiliates) selected by the Calculation Agent for commercial
paper having the particular Index Maturity placed for
industrial issuers whose bond rating is "Aa", or the
equivalent, from a nationally recognized statistical rating
organization; or
Hartford Life Global Funding Trust 2008-001
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(D) if the dealers so selected by the Calculation Agent are
not quoting as mentioned in clause (C), the Commercial Paper
Rate in effect on the particular Interest Determination
Date; provided that if no Commercial Paper Rate is then in
effect, the interest rate for the next Interest Reset Period
will be the Initial Interest Rate.
"Money Market Yield" means a yield (expressed as a percentage)
calculated in accordance with the following formula:
Money Market Yield = D x 360 x 100
-------------
360 - (D x M)
where "D" refers to the applicable per annum rate for commercial
paper quoted on a bank discount basis and expressed as a decimal,
and "M" refers to the actual number of days in the applicable
Interest Reset Period.
(4) FEDERAL FUNDS RATE NOTES. If the Interest Rate Basis is the
Federal Funds Rate, this Note shall be deemed a "Federal Funds
Rate Note." Unless otherwise specified on the face hereof,
"Federal Funds Rate" means, from the Issuance Date to the first
Interest Reset Date, the Initial Interest Rate, if any, and
thereafter:
(A) the rate on the particular Interest Determination Date
for United States dollar federal funds as published in
H.15(519) under the caption "Federal Funds (Effective)" and
displayed on Moneyline Telerate (or any successor service)
on page 120 (or any other page as may replace the specified
page on that service) ("Moneyline Telerate Page 120"); or
(B) if the rate referred to in clause (A) does not so appear
on Moneyline Telerate Page 120 or is not so published by
3:00 P.M., New York City time, on the related Calculation
Date, the rate on the particular Interest Determination Date
for United States dollar federal funds as published in H.15
Daily Update, or such other recognized electronic source
used for the purpose of displaying the applicable rate,
under the caption "Federal Funds (Effective)"; or
(C) if the rate referred to in clause (B) is not so
published by 3:00 P.M., New York City time, on the related
Calculation Date, the rate on the particular Interest
Determination Date calculated by the Calculation Agent as
the arithmetic mean of the rates for the last transaction in
overnight United States dollar federal funds arranged by
three leading brokers of United States dollar federal funds
transactions in The City of New York (which may include the
purchasing agent or its affiliates) selected by the
Calculation Agent prior to 9:00 A.M., New York City time, on
that Interest Determination Date; or
(D) if the brokers so selected by the Calculation Agent are
not quoting as mentioned in clause (C), the Federal Funds
Rate in effect on the particular Interest Determination
Date; provided that if no Federal Funds
Hartford Life Global Funding Trust 2008-001
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Rate is then in effect, the interest rate for the next
Interest Reset Period will be the Initial Interest Rate.
(5) LIBOR NOTES. If the Interest Rate Basis is LIBOR, this Note
shall be deemed a "LIBOR Note." Unless otherwise specified on the
face hereof, "LIBOR" means, from the Issuance Date to the first
Interest Reset Date, the Initial Interest Rate, if any, and
thereafter:
(A) if "LIBOR Moneyline Telerate" is specified on the face
hereof or if neither "LIBOR Reuters" nor "LIBOR Moneyline
Telerate" is specified on the face hereof as the method for
calculating LIBOR, the rate for deposits in the LIBOR
Currency (as defined below) having the Index Maturity
specified on the face hereof, commencing on the related
Interest Reset Date, that appears on the LIBOR Page (as
defined below) as of 11:00 A.M., London time, on the
particular Interest Determination Date; or
(B) if "LIBOR Reuters" is specified on the face hereof, the
arithmetic mean of the offered rates, calculated by the
Calculation Agent, or the offered rate, if the LIBOR Page by
its terms provides only for a single rate, for deposits in
the LIBOR Currency having the particular Index Maturity,
commencing on the related Interest Reset Date, that appear
or appears, as the case may be, on the LIBOR Page as of
11:00 A.M., London time, on the particular Interest
Determination Date; or
(C) if fewer than two offered rates appear, or no rate
appears, as the case may be, on the particular Interest
Determination Date on the LIBOR Page as specified in clause
(A) or (B), as applicable, the rate calculated by the
Calculation Agent as the arithmetic mean of at least two
offered quotations obtained by the Calculation Agent after
requesting the principal London offices of each of four
major reference banks (which may include affiliates of the
purchasing agent) in the London interbank market to provide
the Calculation Agent with its offered quotation for
deposits in the LIBOR Currency for the period of the
particular Index Maturity, commencing on the related
Interest Reset Date, to prime banks in the London interbank
market at approximately 11:00 A.M., London time, on that
Interest Determination Date and in a principal amount that
is representative for a single transaction in the LIBOR
Currency in that market at that time; or
(D) if fewer than two offered quotations referred to in
clause (C) are provided as requested, the rate calculated by
the Calculation Agent as the arithmetic mean of the rates
quoted at approximately 11:00 A.M., in the applicable
Principal Financial Center, on the particular Interest
Determination Date by three major banks (which may include
affiliates of the purchasing agent) in that Principal
Financial Center selected by the Calculation Agent for loans
in the LIBOR Currency to leading European
Hartford Life Global Funding Trust 2008-001
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banks, having the particular Index Maturity and in a
principal amount that is representative for a single
transaction in the LIBOR Currency in that market at that
time; or
(E) if the banks so selected by the Calculation Agent are
not quoting as mentioned in clause (D), LIBOR in effect on
the particular Interest Determination Date; provided that if
no LIBOR is then in effect, the interest rate for the next
Interest Reset Period will be the Initial Interest Rate.
"LIBOR Currency" means the currency specified on the face hereof
as to which LIBOR shall be calculated or, if no currency is
specified on the face hereof, United States dollars.
"LIBOR Page" means either: (1) if "LIBOR Reuters" is specified on
the face hereof, the display on the Reuter Monitor Money Rates
Service (or any successor service) on the page specified on the
face hereof (or any other page as may replace that page on that
service) for the purpose of displaying the London interbank rates
of major banks for the LIBOR Currency; or (2) if "LIBOR Moneyline
Telerate" is specified on the face hereof or neither "LIBOR
Reuters" nor "LIBOR Moneyline Telerate" is specified on the face
hereof as the method for calculating LIBOR, the display on
Moneyline Telerate (or any successor service) on the page
specified on the face hereof (or any other page as may replace
such page on such service), or if no such page is specified, on
the Moneyline Telerate (or any successor service) page generally
used for the purpose of displaying the London interbank rates of
major banks for the LIBOR Currency.
(6) PRIME RATE NOTES. If the Interest Rate Basis is the Prime
Rate, this Note shall be deemed a "Prime Rate Note." Unless
otherwise specified on the face hereof, "Prime Rate" means, from
the Issuance Date to the first Interest Reset Date, the Initial
Interest Rate, if any, and thereafter:
(A) the rate on the particular Interest Determination Date
as published in H.15(519) under the caption "Bank Prime
Loan"; or
(B) if the rate referred to in clause (A) is not so
published by 3:00 P.M., New York City time, on the related
Calculation Date, the rate on the particular Interest
Determination Date as published in H.15 Daily Update, or
such other recognized electronic source used for the purpose
of displaying the applicable rate, under the caption "Bank
Prime Loan", or
(C) if the rate referred to in clause (B) is not so
published by 3:00 P.M., New York City time, on the related
Calculation Date, the rate on the particular Interest
Determination Date calculated by the Calculation Agent as
the arithmetic mean of the rates of interest publicly
announced by each bank that appears on the Reuters Screen US
PRIME 1 Page (as defined
Hartford Life Global Funding Trust 2008-001
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below) as the applicable bank's prime rate or base lending
rate as of 11:00 A.M., New York City time, on that Interest
Determination Date; or
(D) if fewer than four rates referred to in clause (C) are
so published by 3:00 p.m., New York City time, on the
related Calculation Date, the rate calculated by the
Calculation Agent on the particular Interest Determination
Date as the arithmetic mean of the prime rates or base
lending rates quoted on the basis of the actual number of
days in the year divided by a 360-day year as of the close
of business on that Interest Determination Date by three
major banks (which may include affiliates of the purchasing
agent) in The City of New York selected by the Calculation
Agent; or
(E) if the banks so selected by the Calculation Agent are
not quoting as mentioned in clause (D), the Prime Rate in
effect on the particular Interest Determination Date;
provided that if no Prime Rate is then in effect, the
interest rate for the next Interest Reset Period will be the
Initial Interest Rate.
"Reuters Screen US PRIME 1 Page" means the display on the Reuter
Monitor Money Rates Service (or any successor service) on the "US
PRIME 1" page (or any other page as may replace that page on that
service) for the purpose of displaying prime rates or base
lending rates of major United States banks.
(7) TREASURY RATE NOTES. If the Interest Rate Basis is the
Treasury Rate, this Note shall be deemed a "Treasury Rate Note."
Unless otherwise specified on the face hereof, "Treasury Rate"
means, from the Issuance Date to the first Interest Reset Date,
the Initial Interest Rate, if any, and thereafter:
(A) the rate from the auction held on the Interest
Determination Date (the "Auction") of direct obligations of
the United States ("Treasury Bills") having the Index
Maturity specified on the face hereof under the caption
"Investment Rate" on the display on Moneyline Telerate (or
any successor service) on page 56 (or any other page as may
replace that page on that service) ("Moneyline Telerate Page
56") or page 57 (or any other page as may replace that page
on that service) ("Moneyline Telerate Page 57"); or
(B) if the rate referred to in clause (A) is not so
published by 3:00 P.M., New York City time, on the related
Calculation Date, the Bond Equivalent Yield (as defined
below) of the rate for the applicable Treasury Bills as
published in H.15 Daily Update, or another recognized
electronic source used for the purpose of displaying the
applicable rate, under the caption "U.S. Government
Securities/Treasury Bills/Auction High"; or
(C) if the rate referred to in clause (B) is not so
published by 3:00 P.M., New York City time, on the related
Calculation Date, the Bond
Hartford Life Global Funding Trust 2008-001
B - 20
Equivalent Yield of the auction rate of the applicable
Treasury Bills as announced by the United States Department
of the Treasury; or
(D) if the rate referred to in clause (C) is not so
announced by the United States Department of the Treasury,
or if the Auction is not held, the Bond Equivalent Yield of
the rate on the particular Interest Determination Date of
the applicable Treasury Bills as published in H.15(519)
under the caption "U.S. Government Securities/Treasury
Bills/Secondary Market"; or
(E) if the rate referred to in clause (D) is not so
published by 3:00 P.M., New York City time, on the related
Calculation Date, the rate on the particular Interest
Determination Date of the applicable Treasury Bills as
published in H.15 Daily Update, or another recognized
electronic source used for the purpose of displaying the
applicable rate, under the caption "U.S. Government
Securities/Treasury Bills/Secondary Market"; or
(F) if the rate referred to in clause (E) is not so
published by 3:00 P.M., New York City time, on the related
Calculation Date, the rate on the particular Interest
Determination Date calculated by the Calculation Agent as
the Bond Equivalent Yield of the arithmetic mean of the
secondary market bid rates, as of approximately 3:30 P.M.,
New York City time, on that Interest Determination Date, of
three primary United States government securities dealers
(which may include the purchasing agent or its affiliates)
selected by the Calculation Agent, for the issue of Treasury
Bills with a remaining maturity closest to the Index
Maturity specified on the face hereof; or
(G) if the dealers so selected by the Calculation Agent are
not quoting as mentioned in clause (F), the Treasury Rate in
effect on the particular Interest Determination Date;
provided that if no Treasury Rate is then in effect, the
interest rate for the next Interest Reset Period will be the
Initial Interest Rate.
"Bond Equivalent Yield" means a yield (expressed as a percentage)
calculated in accordance with the following formula:
Bond Equivalent Yield = D x N x 100
-------------
360 - (D x M)
where "D" refers to the applicable per annum rate for Treasury
Bills quoted on a bank discount basis and expressed as a decimal,
"N" refers to 365 or 366, as the case may be, and "M" refers to
the actual number of days in the applicable Interest Reset
Period.
(c) DISCOUNT NOTES. If this Note is specified on the face hereof as a
"Discount Note":
Hartford Life Global Funding Trust 2008-001
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(i) PRINCIPAL AND INTEREST. This Note will bear interest in the same
manner as set forth in Section 3(a) above, and payments of principal
and interest shall be made as set forth on the face hereof. Discount
Notes may not bear any interest currently or may bear interest at a
rate that is below market rates at the time of issuance. The
difference between the Issue Price of a Discount Note and par is
referred to as the "Discount".
(ii) REDEMPTION; REPAYMENT; ACCELERATION. In the event a Discount Note
is redeemed, repaid or accelerated, the amount payable to the Holder
of such Discount Note will be equal to the sum of: (A) the Issue Price
(increased by any accruals of Discount) and, in the event of any
redemption of such Discount Note, if applicable, multiplied by the
Initial Redemption Percentage (as adjusted by the Annual Redemption
Percentage Reduction, if applicable); and (B) any unpaid interest
accrued on such Discount Note to the Maturity Date ("Amortized Face
Amount"). Unless otherwise specified on the face hereof, for purposes
of determining the amount of Discount that has accrued as of any date
on which a redemption, repayment or acceleration of maturity occurs
for a Discount Note, a Discount will be accrued using a constant yield
method. The constant yield will be calculated using a 30-day month,
360-day year convention, a compounding period that, except for the
Initial Period (as defined below), corresponds to the shortest period
between Interest Payment Dates for the applicable Discount Note (with
ratable accruals within a compounding period), a coupon rate equal to
the initial coupon rate applicable to the applicable Discount Note and
an assumption that the maturity of such Discount Note will not be
accelerated. If the period from the date of issue to the first
Interest Payment Date for a Discount Note (the "Initial Period") is
shorter than the compounding period for such Discount Note, a
proportionate amount of the yield for an entire compounding period
will be accrued. If the Initial Period is longer than the compounding
period, then the period will be divided into a regular compounding
period and a short period with the short period being treated as
provided above.
SECTION 4. REDEMPTION. If no redemption right is set forth on the face hereof,
this Note may not be redeemed prior to the Stated Maturity Date, except as set
forth in the Indenture. If a redemption right is set forth on the face of this
Note, the Trust shall redeem this Note on the Interest Payment Date on or after
the Initial Redemption Date set forth on the face hereof on which the Funding
Agreement is to be redeemed in whole or in part by Hartford Life Insurance
Company ("HARTFORD LIFE") (each, a "REDEMPTION DATE"), in which case this Note
must be redeemed on such Redemption Date in whole or in part, as applicable,
prior to the Stated Maturity Date, in increments equal to the Authorized
Denominations (provided that any remaining Principal Amount hereof shall be at
least equal to the Authorized Denomination) at the applicable Redemption Price
(as defined below), together with unpaid interest, if any, accrued thereon to,
but excluding, the applicable Redemption Date. "REDEMPTION PRICE" shall mean an
amount equal to the Initial Redemption Percentage (as adjusted by the Annual
Redemption Percentage Reduction, if applicable) multiplied by the unpaid
Principal Amount of this Note to be redeemed (or in the case of Discount Notes,
multiplied as set forth in Section 3(c)(ii) above). The unpaid Principal Amount
of this Note to be redeemed shall be determined by multiplying (1) the
Outstanding Principal Amount of this Note by (2) the quotient derived by
dividing (A) the outstanding principal amount of the Funding Agreement to be
redeemed by Hartford Life by (B) the outstanding principal amount of the Funding
Agreement.
Hartford Life Global Funding Trust 2008-001
B - 22
The Initial Redemption Percentage, if any, applicable to this Note shall decline
at each anniversary of the Initial Redemption Date by an amount equal to the
applicable Annual Redemption Percentage Reduction, if any, until the Redemption
Price is equal to 100% of the unpaid amount thereof to be redeemed. Notice must
be given not more than seventy-five (75) nor less than thirty (30) calendar days
prior to the proposed Redemption Date. In the event of redemption of this Note
in part only, a new Note for the unredeemed portion hereof shall be issued in
the name of the Holder hereof upon the surrender hereof.
SECTION 5. SINKING FUNDS AND AMORTIZING NOTES. Unless specified on the face
hereof, this Note will not be subject to, or entitled to the benefit of, any
sinking fund. If this Note is specified on the face hereof as an "Amortizing
Note", this Note will bear interest in the same manner as set forth in Section
3(a) above, and payments of principal, premium, if any, and interest will be
made as set forth on the face hereof and/or in accordance with Schedule I
attached hereto. The Trust will make payments combining principal, premium (if
any) and interest, if applicable, on the dates and in the amounts set forth in
the table appearing in SCHEDULE I, attached to this Note or in accordance with
the formula specified on the face hereof. Payments made hereon will be applied
first to interest due and payable hereon and then to the reduction of the unpaid
principal amount hereof.
SECTION 6. REPAYMENT. If no repayment right is set forth on the face hereof,
this Note may not be repaid at the option of the Holder hereof prior to the
Stated Maturity Date. If a repayment right is granted on the face of this Note,
this Note may be subject to repayment at the option of the Holder on any
Interest Payment Date on and after the date, if any, indicated on the face
hereof (each, a "Repayment Date"). On any Repayment Date, unless otherwise
specified on the face hereof, this Note shall be repayable in whole or in part
in increments equal to the Authorized Denominations (provided that any remaining
Principal Amount hereof shall be at least equal to the Authorized Denomination)
at the option of the Holder hereof at the Repayment Price equal to the
percentage of the Principal Amount to be repaid specified on the face hereof,
together with interest thereon payable to the Repayment Date. For this Note to
be repaid in whole or in part at the option of the Holder hereof, the Indenture
Trustee (or the Paying Agent on behalf of the Indenture Trustee) must receive,
at its Corporate Trust Office, or at such other place or places of which the
Trust shall from time to time notify the Holder of this Note, not more than
seventy-five (75) nor less than thirty (30) days prior to a Repayment Date,
shown on the face of this Note, (I) this Note with the form entitled "Option to
Elect Repayment", attached hereto, duly completed by the Holder or (II) a
telegram, telex, facsimile transmission or a letter from a member of a national
securities exchange or the National Association of Securities Dealers, Inc. or a
commercial bank or a trust company in the United States setting forth the name
of the holder of this Note, the principal amount hereof, the certificate number
of this Note or a description of this Note's tenor and terms, the principal
amount hereof to be repaid, a statement that the option to elect repayment is
being exercised thereby and a guarantee that this Note, together with the form
entitled "Option to Elect Repayment" duly completed, will be received by the
Indenture Trustee (or the Paying Agent on behalf of the Indenture Trustee) not
later than the fifth (5th) Business Day after the date of such telegram, telex,
facsimile transmission or letter; PROVIDED, that such telegram, telex, facsimile
transmission or letter shall only be effective if this Note and form duly
completed are received by the Indenture Trustee (or the Paying Agent on behalf
of the Indenture Trustee) by such fifth (5th) Business Day. Exercise of such
repayment option by the Holder hereof shall be irrevocable. In the event of
repayment of this Note in part only, a new
Hartford Life Global Funding Trust 2008-001
B - 23
Note or Notes for the amount of the unpaid portion hereof shall be issued in the
name of the Holder hereof upon the cancellation hereof.
SECTION 7. MODIFICATIONS AND WAIVERS. The Indenture contains provisions
permitting the Trust and the Indenture Trustee (1) at any time and from time to
time without notice to, or the consent of, the Holders of any Notes issued under
the Indenture to enter into one or more supplemental indentures for certain
enumerated purposes and (2) with the consent of the Holders of a majority in
aggregate principal amount of the Outstanding Notes affected thereby, to enter
into one or more supplemental indentures for the purpose of adding any
provisions to, or changing in any manner or eliminating any of the provisions
of, the Indenture or of modifying in any manner the rights of Holders of Notes
under the Indenture; PROVIDED, that, with respect to certain enumerated
provisions, no such supplemental indenture shall be entered into without the
consent of the Holder of each Note affected thereby. Any such consent or waiver
by the Holder of this Note shall be conclusive and binding upon such Holder and
upon all future Holders of this Note and of any Note issued upon the
registration of transfer hereof or in exchange hereof or in lieu hereof, whether
or not notation of such consent or waiver is made upon this Note or such other
Notes.
SECTION 8. OBLIGATIONS UNCONDITIONAL. No reference herein to the Indenture and
no provisions of this Note or of the Indenture shall impair the right of each
Holder of any Note, which is absolute and unconditional, to receive payment of
the principal of, and any interest on, and premium, if any, on, such Note on the
respective Stated Maturity Date or redemption date thereof and to institute suit
for the enforcement of any such payment, and such rights shall not be impaired
without the consent of such Holder.
SECTION 9. EVENTS OF DEFAULT. If an Event of Default with respect to the Notes
shall occur and be continuing, the principal of, and all other amounts payable
on, the Notes may be declared due and payable, or may be automatically
accelerated, as the case may be, in the manner and with the effect provided in
the Indenture. In the event that this Note is a Discount Note, the amount of
principal of this Note that becomes due and payable upon such acceleration shall
be equal to the amount calculated as set forth in Section 3(c) hereof.
SECTION 10. WITHHOLDING; TAX EVENT. All amounts due in respect of this Note will
be made free and clear of any applicable withholding or deduction for or on
account of any present or future taxes, duties, levies, assessments or other
governmental charges of whatever nature imposed or levied by or on behalf of any
governmental authority, unless such withholding or deduction is required by law.
Unless otherwise specified on the face hereof, the Trust will not pay any
additional amounts to the Holder of this Note in respect of any such withholding
or deduction, any such withholding or deduction will not give rise to an Event
of Default or any independent right or obligation to redeem this Note and the
Holder will be deemed for all purposes to have received cash in an amount equal
to the portion of such withholding or deduction that is attributable to such
Holder's interest in this Note as equitably determined by the Trust.
If Hartford Life will be required to pay additional amounts to the Trust to
reflect any required withholding or deduction under the Funding Agreement and
Hartford Life is required, or based on an opinion of independent legal counsel
selected by Hartford Life more than an insubstantial
Hartford Life Global Funding Trust 2008-001
B - 24
risk exists that Hartford Life will be required to pay additional amounts in
respect of such withholding or deduction, Hartford Life will have the right to
redeem the Funding Agreement and, if Hartford Life elects to so redeem the
Funding Agreement, the Trust will redeem this Note, subject to the terms and
conditions of Section 2.04 of the Indenture.
If (1) a Tax Event (defined below) as to the relevant Funding Agreement
occurs and (2) Hartford Life elects to redeem the Funding Agreement in whole or
in part, the Trust will redeem this Note, subject to the terms and conditions of
Section 2.04 of the Indenture, at the Tax Event Redemption Price (defined below)
together with unpaid interest accrued thereon to the applicable redemption date.
"TAX EVENT" means that Hartford Life shall have received an opinion of
independent legal counsel stating in effect that as a result of (A) any
amendment to, or change (including any announced prospective change) in, the
laws (or any regulations thereunder) of the United States or any political
subdivision or taxing authority thereof or therein or (B) any amendment to, or
change in, an interpretation or application of any such laws or regulations by
any governmental authority in the United States, which amendment or change is
enacted, promulgated, issued or announced on or after the effective date of the
relevant Funding Agreement, there is more than an insubstantial risk that (I)
the Trust is, or will be within ninety (90) days of the date thereof, subject to
U.S. federal income tax with respect to interest accrued or received on the
relevant Funding Agreement or (II) the Trust is, or will be within ninety (90)
days of the date thereof, subject to more than a de minimis amount of taxes,
duties or other governmental charges. "TAX EVENT REDEMPTION PRICE" means an
amount equal to the unpaid principal amount of this Note to be redeemed, which
shall be determined by multiplying (1) the Outstanding Principal Amount of this
Note by (2) the quotient derived by dividing (A) the outstanding principal
amount to be redeemed by Hartford Life of the Funding Agreement by (B) the
outstanding principal amount of the Funding Agreement.
SECTION 11. LISTING. Unless otherwise specified on the face hereof, this Note
will not be listed on any securities exchange.
SECTION 12. COLLATERAL. The Collateral for this Note includes the Funding
Agreement specified on the face hereof.
SECTION 13. NO RECOURSE AGAINST CERTAIN PERSONS. No recourse shall be had for
the payment of any principal, interest or any other sums at any time owing under
the terms of this Note, or for any claim based hereon, or otherwise in respect
hereof, or based on or in respect of the Indenture or any indenture supplemental
thereto, against the Nonrecourse Parties, whether by virtue of any constitution,
statute or rule of law, or by the enforcement of any assessment or penalty or
otherwise, all such personal liability being, by the acceptance hereof and as
part of the consideration for issue hereof, expressly waived and released.
SECTION 14. MISCELLANEOUS.
(a) This Note is issuable only as a registered Note without coupons in
denominations of $1,000 and any integral multiple of $1,000 in excess thereof
unless otherwise specified on the face of this Note.
Hartford Life Global Funding Trust 2008-001
B - 25
(b) Prior to due presentment for registration of transfer of this Note, the
Trust, the Indenture Trustee, the Registrar, the Paying Agent, any Agent, and
any other agent of the Trust or the Indenture Trustee may treat the Person in
whose name this Note is registered as the owner hereof for the purpose of
receiving payment as herein provided and for all other purposes, whether or not
this Note shall be overdue, and none of the Trust, the Indenture Trustee, the
Registrar, the Paying Agent, any Agent, or any other agent of the Trust or the
Indenture Trustee shall be affected by notice to the contrary.
(c) The Notes are being issued by means of a book-entry-only system with no
physical distribution of certificates to be made except as provided in the
Indenture. The book-entry system maintained by DTC will evidence ownership of
the Notes, with transfers of ownership effected on the records of DTC and its
participants pursuant to rules and procedures established by DTC and its
participants. The Trust and the Indenture Trustee will recognize Cede & Co., as
nominee of DTC, as the registered owner of the Notes, as the Holder of the Notes
for all purposes, including payment of principal, premium (if any) and interest,
notices and voting. Transfer of principal, premium (if any) and interest to
participants of DTC will be the responsibility of DTC, and transfer of
principal, premium (if any) and interest to beneficial holders of the Notes by
participants of DTC will be the responsibility of such participants and other
nominees of such beneficial holders. So long as the book-entry system is in
effect, the selection of any Notes to be redeemed or repaid will be determined
by DTC pursuant to rules and procedures established by DTC and its participants.
Neither the Trust nor the Indenture Trustee will be responsible or liable for
such transfers or payments or for maintaining, supervising or reviewing the
records maintained by DTC, its participants or persons acting through such
participants.
(d) This Note or portion hereof may not be exchanged for Definitive Notes,
except in the limited circumstances provided for in the Indenture. The transfer
or exchange of Definitive Notes shall be subject to the terms of the Indenture.
No service charge will be made for any registration of transfer or exchange, but
the Trust may require payment of a sum sufficient to cover any tax or other
governmental charge payable in connection therewith.
SECTION 15. GOVERNING LAW. THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED IN
ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
Hartford Life Global Funding Trust 2008-001
B - 26
OPTION TO ELECT REPAYMENT
The undersigned hereby irrevocably request(s) and instruct(s) the Trust to repay
this Note (or portion hereof specified below) pursuant to its terms at a price
equal to the Principal Amount hereof together with interest to the repayment
date, to the undersigned, at:
_______________________________________________________________________________
________________________________________________________________________(Please
print or typewrite name and address of the undersigned).
If less than the entire Principal Amount of this Note is to be repaid, specify
the portion hereof (which shall be in increments of $1,000) which the Holder
elects to have repaid and specify the denomination or denominations (which shall
be $______ or an integral multiple of $1,000 in excess of $______) of the Notes
to be issued to the Holder for the portion of this Note not being repaid (in the
absence of any such specification, one such Note will be issued for the portion
not being repaid).
$ ________________________________ NOTICE: The signature on this Option to
Elect Repayment must correspond with the
Date: ___________________________ name as written upon the face of this
Note in every particular, without
alteration or enlargement or any change
whatever.
Principal Amount to be repaid, if Fill in for registration of Notes if to
amount to be repaid is less than be issued otherwise than to the
the Principal Amount of this Note registered Holder:
(Principal Amount remaining must
be an authorized denomination)
Name: __________________________________
$___________________________ Address: _______________________________
_______________________________
(Please print name and address
including zip code)
SOCIAL SECURITY OR OTHER TAXPAYER ID NUMBER: _________________________________
Hartford Life Global Funding Trust 2008-001
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SCHEDULE I
AMORTIZATION TABLE OR FORMULA
Not applicable.
Hartford Life Global Funding Trust 2008-001
SI - 1
SCHEDULE II
SPREAD:
The spread for the Notes for the indicated periods is as follows:
- --------------------------------------------------------------------------------------------------------
PERIOD SPREAD
- --------------------------------------------------------------------------------------------------------
From and including the Issuance Date to but not including December 15, 2008 + 0.27%
- --------------------------------------------------------------------------------------------------------
From and including December 15, 2008 to but not including December 15, 2009 + 0.29%
- --------------------------------------------------------------------------------------------------------
From and including December 15, 2009 to but not including December 15, 2010 + 0.31%
- --------------------------------------------------------------------------------------------------------
From and including December 15, 2010 to but not including the Final Stated Maturity Date + 0.32%
- --------------------------------------------------------------------------------------------------------
Hartford Life Global Funding Trust 2008-001
SII - 1