Comcast 2013 Annual Report Download - page 203

Exhibit 10.10
COMCAST CORPORATION
2005 DEFERRED COMPENSATION PLAN
ARTICLE 1 – BACKGROUND AND COVERAGE OF PLAN
1.1. Background and Adoption of Plan .
1.1.1. Amendment and Restatement of the Plan . In recognition of the services provided by certain key employees and in order to
make additional retirement benefits and increased financial security available on a tax-favored basis to those individuals, the Board of Directors
of Comcast Corporation, a Pennsylvania corporation (the “Board”), hereby amends and restates the Comcast Corporation 2005 Deferred
Compensation Plan (the “Plan”). The Plan has previously been amended and restated from time to time, in light of the enactment of section
409A of the Internal Revenue Code of 1986, as amended (the “Code”) as part of the American Jobs Creation Act of 2004, and the issuance of
various Notices, Announcements, Proposed Regulations and Final Regulations thereunder (collectively, “Section 409A”), and to make desirable
changes to the rules of the Plan.
1.1.2. Prior Plan . Prior to January 1, 2005, the Comcast Corporation 2002 Deferred Compensation Plan (the “Prior Plan”) was in
effect. In order to preserve the favorable tax treatment available to deferrals under the Prior Plan in light of the enactment of Section 409A, the
Board has prohibited future deferrals under the Prior Plan of amounts earned and vested on and after January 1, 2005. Amounts earned and
vested prior to January 1, 2005 are and will remain subject to the terms of the Prior Plan. Amounts earned and vested on and after January 1,
2005 will be available to be deferred pursuant to the Plan, subject to its terms and conditions.
1.2. Reservation of Right to Amend to Comply with Section 409A . In addition to the powers reserved to the Board and the Committee
under Article 10 of the Plan, the Board and the Committee reserve the right to amend the Plan, either retroactively or prospectively, in whatever
respect is required to achieve and maintain compliance with the requirements of Section 409A.
1.3. Plan Unfunded and Limited to Outside Directors, Directors Emeriti and Select Group of Management or Highly Compensated
Employees . The Plan is unfunded and is maintained primarily for the purpose of providing Outside Directors, Directors Emeriti and a select
group of management or highly compensated employees the opportunity to defer the receipt of compensation otherwise payable to such Outside
Directors, Directors Emeriti and eligible employees in accordance with the terms of the Plan.
1.4. References to Written Forms, Elections and Notices . Any action under the Plan that requires a written form, election, notice or other
action shall be treated as completed if taken via electronic or other means, to the extent authorized by the Administrator.
ARTICLE 2 – DEFINITIONS
2.1. “ Account ” means the bookkeeping accounts established pursuant to Section 5.1 and maintained by the Administrator in the names of
the respective Participants, to which all amounts deferred and earnings allocated under the Plan shall be credited, and from which all amounts
distributed pursuant to the Plan shall be debited.