EMC 2008 Annual Report Download - page 152

2.9. "Company Credit Eligible Employee" means an employee of the Company or any of its Subsidiaries selected by the Administrator as eligible for
Company Credits under Section 4.2 from among the group of highly compensated or managerial employees of the Company or any of its Subsidiaries.
2.10. "Company Stock" means the Company's common stock, par value $.01 per share.
2.11. "Compensation" means any cash bonuses (including Performance-Based Bonuses), cash commissions, restricted stock units ("RSUs"), and
directors' fees payable from time to time by the Company or any of its Subsidiaries to a Participant. For each Participant, however, the Administrator in its
sole discretion may: (1) determine which specific types of Compensation may be deferred under the Plan by the Participant; or (2) amend this Section 2.11 to
cover other types of compensation payable from time to time by the Company or any of its Subsidiaries to a Participant, including, without limitation, salary.
Compensation does not include amounts paid to Participants for services performed outside the United States from a non-U.S. payroll due to a transfer of the
Participant for business reasons.
2.12. "Disabled" or "Disability" means any condition or conditions that (i) meet the definition of those terms under the EMC Corporation Long-Term
Disability Basic Plan, and (ii) render a Participant unable to engage in any substantial gainful activity by reason of any medically determinable physical or
mental impairment that can be expected to result in death or to last for a continuous period of not less than twelve (12) months.
2.13. "Elective Deferral" means the portion of Compensation deferred by a Participant under Section 4.1.
2.14. "Elective Deferral Subaccount" means the subaccount within the Participant's Account to which Elective Deferrals and allocable earnings
credits are credited.
2.15. "Elective Deferral Eligible Employee" means an employee of the Company or any of its Subsidiaries selected by the Administrator as eligible to
make Elective Deferrals under Section 4.1 from among the group of highly compensated or managerial employees of the Company or any of its Subsidiaries.
2.16. "Eligible Employee" means an employee of the Company or any of its Subsidiaries who is a Company Credit Eligible Employee, an Elective
Deferral Eligible Employee, or both and who is on a U.S. payroll. An employee is treated as an Eligible Employee as of the date the employee is provided
with the opportunity to defer Compensation under the Plan. If the Company or one its Subsidiaries transfers an Eligible Employee's employment such that the
employee continues to work for the Company or any of its Subsidiaries but is providing services outside the United States and is no longer on a U.S. payroll,
then the Participant shall no longer be an Eligible Employee.
2.17. "Eligible Director" means any member of the Board.
2.18. "ERISA" means the Employee Retirement Income Security Act of 1974, as amended from time to time. Reference to any section or subsection of
ERISA includes reference to any comparable or succeeding provisions of any legislation that amends, supplements or replaces the section or subsection.
2.19. "Identification Date" means each December 31.st
2.20. "Participant" means any individual who participates in the Plan in accordance with Article 3.
2.21. "Performance-Based Bonus" means the definition of performance-based compensation, as defined in the regulations under section 409A(a)(4)
(B)(iii).
2.22. "Plan" means the EMC Corporation Deferred Compensation Retirement Plan as set forth herein and all subsequent amendments hereto.
2.23. "Plan Year" means in the case of the first Plan Year, the period beginning January 1, 2005 and ending on December 31, 2005, and thereafter, the
twelve (12)-month period ending each December 31.