Visa 2011 Annual Report Download - page 150

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Exhibit 10.34
FIRST AMENDMENT OF THE VISA EXCESS RETIREMENT BENEFIT PLAN
(As Amended and Restated effective as of January 1, 2008)
WHEREAS, the Visa Pension Benefits Committee has previously authorized certain changes to the Visa Retirement Plan (Pre-2002 Component)
(the "Pre-2002 Plan"); and
WHEREAS, it is necessary to amend the Visa Excess Retirement Benefit Plan (as amended and restated effective January 1, 2008) (the "Excess
Plan") to reflect such changes to the Pre-2002 Plan; and
WHEREAS, the Visa Pension Benefits Committee has the authority to adopt this amendment pursuant to Section 8 of the Excess Plan.
NOW, THEREFORE, effective as of January 1, 2011, the Excess Plan shall be amended as follows:
1. The second and third sentences of subparagraph (A) of Paragraph 3(a) Participant in the Pre-2002 Plan Only shall be deleted in their
entirety.
2. The first four sentences of subparagraph (B) of Paragraph 3(a) Participant in the Pre-2002 Plan Only shall be amended to read in full as
follows:
(B) The Retirement Income which would have been payable to such Participant or his Beneficiary under the Pre-2002 Plan (without regard to
Appendix A) if the limitations imposed by Sections 401(a)(17) and 415 of the Code did not apply and if the benefit formula of 46.25% of the
Participant's Final Average Earnings were replaced with the benefit formula of 50% of the Participant's Final Average Earnings less 50% of his
social security amount, plus if the Participant retires on his Early Retirement Date and begins receiving Retirement Income for the rest of his life,
the Participant's "temporary social security supplement."
3. The second sentence of subparagraph (A) of Paragraph 3(b) Participant in the 2002 Plan Only shall be deleted in its entirety.
4. The second and third sentences of subparagraph (A) of Paragraph 3(c) Participant in the Cash Balance Plan Only shall be deleted in their
entirety.
5. The last paragraph of Attachment A to Section 3(a)(B) of the Visa Excess Retirement Benefit Plan shall be amended to read in full as
follows:
"Temporary social security supplement" means an additional monthly supplement commencing on a Participant's elected payment date and
terminating on the earlier of his Normal Retirement Date or his date of death. The temporary social security supplement is the product of
(a) times (b) where:
(a) is 1/2 of his social security amount; and
1