Mondelez 2012 Annual Report Download - page 464

Exhibit 10.15
Mondelēz International, Inc.
2001 Compensation Plan for Non-Employee Directors
(amended as of December 31, 2008
and restated as of January 1, 2013)
SECTION 1. Purpose; Definitions
The purpose of the Plan is to afford each Non-Employee Director the option to elect to defer the receipt of all or part of his or her Compensation
until such future date as he or she may elect pursuant to the terms and conditions of the Plan.
For purposes of the Plan, the following terms are defined as set forth below:
a. “Allocation Date” means any date on which an amount representing all or part of a Participant’s Compensation is to be credited to his or her
Deferred Fee Account pursuant to a Deferral Election. The Allocation Date for the Retainer Fee and for Meeting Fees shall be the last day of
each calendar quarter.
b. “Beneficiary” means any person or entity designated as such in an Election Form submitted to the Secretary of the Company. If a Participant
has not made a valid designation of a Beneficiary on an Election Form submitted to the Secretary of the Company, or if no designated
Beneficiary survives the Participant, the Beneficiary is the Participant’s estate.
c. “Board” means the Board of Directors of the Company.
d. “Code” means the Internal Revenue Code of 1986, as amended from time to time, and the rules and regulations thereunder.
e. “Common Stock” means the common stock of the Company.
f.
“Company” means Mondelēz International, Inc., a corporation organized under the laws of the Commonwealth of Virginia, or any successor
corporation.
g.
“Compensation” means the Retainer Fee and the Meeting Fees payable by the Company to each Participant.
h. “Deferral Election” means the election by a Participant on an Election Form to defer the payment of all or a part of his or her Compensation
to be earned and payable after the applicable effective date set forth in Sections 2.1.1 or 2.1.2.
i. “Deferred Amount” means the amount of Compensation (determined as a percentage of the Retainer Fee and the Meeting Fees) subject to a
Deferral Election submitted to the Secretary of the Company.