Visa 2012 Annual Report Download - page 122

Table of Contents
EXHIBIT INDEX
Exhibit
Number Description of Documents
3.1
Fifth Amended and Restated Certificate of Incorporation of Visa Inc. (incorporated by reference to Exhibit 3.1 to the
Periodic Report on Form 8-K filed by Visa Inc. on December 17, 2008)
3.2 Amended and Restated Bylaws (incorporated by reference to Exhibit 3.1 to the Periodic Report on Form 8-K filed
by Visa Inc. on October 25, 2012 (the "October 25, 2012 8-K"))
3.3 Certificate of Correction of the Fifth Amended and Restated Certificate of Incorporation of Visa Inc. (incorporated
by reference to Exhibit 3.1 to the Quarterly Report on Form 10-Q filed by Visa Inc. on July 30, 2009)
3.4 Certificate of Amendment to the Fifth Amended and Restated Certificate of Incorporation of Visa Inc. to Declassify
the Board of Directors (incorporated by reference to Exhibit 3.1 to the Periodic Report on Form 8-K filed by Visa
Inc. on January 31, 2011 ("the January 31, 2011 8-K"))
3.5 Certificate of Amendment to the Fifth Amended and Restated Certificate of Incorporation of Visa Inc. to Implement
a Majority Vote Standard in Uncontested Elections of Directors (incorporated by reference to Exhibit 3.2 to the
January 31, 2011 8-K)
4.1 Form of stock certificate of Visa Inc. (incorporated by reference to Exhibit 4.1 to Amendment No. 5 to the Visa Inc.
proxy statement-prospectus on Form S-4 (333-143966) filed on September 13, 2007 (the “September 2007 S-4”))
4.2 Except as set forth in Exhibit 3.1 above, the instruments defining the rights of holders of long-term debt securities
of Visa Inc. and its subsidiaries have been omitted
(1)
4.3 Form of specimen certificate for class B common stock of Visa Inc. (incorporated by reference to Exhibit 4.1 to the
Registration Statement on Form 8-A, filed January 28, 2009)
4.4 Form of specimen certificate for class C common stock of Visa Inc. (incorporated by reference to Exhibit 4.2 to the
Registration Statement on Form 8-A, filed January 28, 2009)
10.1 Settlement Agreement, dated June 4, 2003, by and among Visa U.S.A. Inc. and Wal-Mart, Limited Brands, Sears,
Safeway, Circuit City, National Retail Federation, Food Market Institute, International Mass Retail Association and
Bernie’s Army-Navy Store (incorporated by reference to Exhibit 10.1 to the Visa Inc. proxy statement-prospectus
on Form S-4 (333-143966) filed on June 22, 2007 (the “June 2007 S-4”))
10.2 Form of Indemnification Agreement (incorporated by reference to Exhibit 10.1 to the October 25, 2012 8-K)
10.3 Visa Inc. 2007 Equity Incentive Compensation Plan, as Amended and Restated (incorporated by reference to
Exhibit 10.1 to the Periodic Report on Form 8-K filed by Visa Inc. on January 31, 2012)
10.4 Visa 2005 Deferred Compensation Plan, effective as of January 1, 2005, as amended (incorporated by reference
to Exhibit 10.11 to the June 2007 S-4)
10.5 Judgment Sharing Agreement among Defendants in the AMEX case by and between Visa U.S.A. Inc. and the
signatory banks thereto (incorporated by reference to Exhibit 10.12 to Amendment No. 1 to the July 2007 S-4)†
10.6 Form of Interchange Judgment Sharing Agreement among Visa Inc. and the other parties thereto (incorporated by
reference to Exhibit 10.13 to Amendment No. 1 to the July 2007 S-4)†
10.7 Form of Loss Sharing Agreement by and among Visa U.S.A. Inc., Visa International Service Association, Visa Inc.
and each Member of Visa U.S.A. Inc. that executes and delivers a counterpart signature page to the agreement
(incorporated by reference to Exhibit 10.14 to Amendment No. 1 to the July 2007 S-4)†