Comcast 2009 Annual Report Download - page 163

(g) “ AT&T Broadband Transaction ” means the acquisition of AT&T Broadband Corp. (now known as Comcast Cable Communications
Holdings, Inc.) by the Company.
(h) “ Award ” means an award of Restricted Stock or Restricted Stock Units granted under the Plan.
(i) “ Board ” means the Board of Directors of the Company.
(j) “ Change of Control ” means:
(k) “ Code ” means the Internal Revenue Code of 1986, as amended.
(l) “ Comcast Plan ” means any restricted stock, restricted stock unit, stock bonus, stock option or other compensation plan, program or
arrangement established or maintained by the Company or an Affiliate, including but not limited to this Plan, the Comcast Corporation 2003
Stock Option Plan, the Comcast Corporation 2002 Stock Option Plan, the Comcast Corporation 1996 Stock Option Plan, Comcast Corporation
1987 Stock Option Plan and the Comcast Corporation 2002 Deferred Stock Option Plan.
(m) “ Committee ” means the Compensation Committee of the Board.
-
3
-
(ii) Effective for the period extending from a Grantee’s employment termination date to the date the Grantee’s Account is distributed in
full, the Committee, in its sole and absolute discretion, may designate the term “Applicable Interest Rate” for such Grantee’
s Account
to mean the lesser of: (A) the rate in effect under Paragraph 2(f)(i) or (B) the interest rate that, when compounded annually pursuant
to rules established by the Committee from time to time, is mathematically equivalent to the Prime Rate plus one percent,
compounded annually as of the last day of the calendar year. Notwithstanding the foregoing, the Committee may delegate its
authority to determine the Applicable Interest Rate under this Paragraph 2(f)(ii) to an officer of the Company or committee of two or
more officers of the Company.
(i) For all purposes of the Plan other than Paragraph 8, any transaction or series of transactions as a result of which any Person who was
a Third Party immediately before such transaction or series of transactions owns then-outstanding securities of the Company such
that such Person has the ability to direct the management of the Company, as determined by the Board in its discretion. The Board
may also determine that a Change of Control shall occur upon the completion of one or more proposed transactions. The Board’s
determination shall be final and binding.
(ii) For purposes of Paragraph 8, any transaction or series of transactions that constitutes a change in the ownership or effective control
or a change in the ownership of a substantial portion of the assets of the Company, within the meaning of Section 409A.