Mondelez 2012 Annual Report Download - page 445

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(b) All benefits that would otherwise be payable with respect to a Mondelēz Supplemental Plan on the Distribution Date shall be
offset by an amount determined with reference to the fair market value of the assets made available for distribution from the
Trust on the date such assets are made available following retirement, death, disability, other termination of employment or
any other event described in Section 1.2 of this Agreement or in the Trust Agreement resulting in making such funds available
for distribution (the “Availability Date”). For this purpose, (1) Trust assets shall be treated as made available as of the earlier
of (i) the actual date on which the Trust terminates as determined under Section I.(7) of the Employee Grantor Trust
Agreement attached as Exhibit A hereto or (ii) the date on which Mondelēz and its designees cease to serve as Administrator
of the Trust and (2) fair market value shall be determined as of the close of the business day of the Trustee immediately
preceding the Availability Date. In any case where the Availability Date occurs after the Distribution Date or is coincident
with or precedes the Distribution Date of Mondelēz Supplemental Plan benefits by less than 30 days, the offset will occur as
of the Distribution Date, without any further adjustment, based on the fair market value of the Trust assets made available as
of the Availability Date. However, where the Availability Date precedes the relevant Distribution Date by 30 or more
calendar days the offset will not occur until the relevant Distribution Date and the Trust assets available as of the Availability
Date will be adjusted as provided in subsection (d) to reflect their assumed fair market value as of the Distribution Date. The
actual or assumed fair market value of the assets on the relevant date is hereinafter referred to as the
“
Offset Amount.
”
(c) For purposes of calculating the Mondelēz Supplemental Plan benefits to be offset, the amount otherwise payable under the
Mondelēz Supplemental Plans at the relevant Distribution Date to the Employee, the Employee’s Spouse or Plan Beneficiary
will be converted to an after-tax amount (the “After-Tax Benefit”) using the tax assumptions set forth in Exhibit B; and the
Offset Amount, as determined herein, shall offset the amount of the After-Tax Benefit and shall discharge Mondelēz’s
liability to the Employee, the Employee’s Spouse or Plan Beneficiary to the extent of the corresponding pre-tax benefit
otherwise payable under the Mondel
ē
z Supplemental Plans.
(d)
If the Employee terminates employment for any reason or any other event occurs which makes the funds in the Trust available
for distribution on an Availability Date, or if Mondelēz ceases to serve as “Administrator” under Article V below, 30 or more
calendar days before the Distribution Date on which a lump sum distribution is to be made under the Mondelēz Supplemental
Plans and this Agreement, then the Offset Amount on such Distribution Date shall be determined as follows: