First Data 2008 Annual Report Download - page 213

During a portion of 2008 while employed in the United Kingdom, Mr. Wall and Mr. Yates both participated in the Defined Contribution Section of the
First Data Resources Limited Pension Scheme. This plan is similar to qualified plans in the United States, in that management and executive participants
receive no special benefits. Under this plan, the Company matches 150% of employee deferrals up to 5% of eligible pay. Eligible pay includes base and
incentive compensation and is capped by applicable statutory limitations. All Company contributions are fully vested after two years of service.
Following his relocation to Germany, Mr. Yates also became eligible to receive benefits under the First Data Global Supplemental Retirement Plan.
This plan is a defined contribution plan established for internationally mobile employees and executives. Under this plan, the Company contributes 9% of
Mr. Yates' eligible compensation to an account which earns 5% interest annually. Eligible pay includes base and incentive compensation and is uncapped.
Participants become fully vested after four years of service.
First Data does not currently offer defined benefit plans to new employees. However, Ms. Patmore is eligible to receive benefits under the First Data
Corporation Retirement Plan and Mr. Wall and Mr. Yates are eligible to receive benefits under the Defined Benefit Section of the First Data Resources
Limited Pension Scheme. These plans are fully described in the narrative following the Pension Benefits table.
SEVERANCE AND CHANGE-IN-CONTROL AGREEMENTS
In general, First Data does not enter into employment agreements with employees, including the Company's executive officers, except in the case of
Mr. Capellas and Mr. Labry. All current executive officers serve at the will of the Board.
Mr. Capellas' Letter Agreement outlines his rights to severance benefits which are the same as those for all other executive officers—a payment of two
times the sum of his base salary and his target annual bonus—with a key difference being that for Mr. Capellas, this amount will be reduced on a dollar-for-
dollar basis by the amount of gain realized by him on his equity investment in the Company. These severance benefits would be paid upon termination of
Mr. Capellas' employment by the Company without cause or by Mr. Capellas' departure as a result of good reason.
The Company believes that reasonable and appropriate severance and change in control benefits are necessary in order to be competitive in the
Company's executive attraction and retention efforts. The Company's severance benefits are equivalent to those typically found in other companies and reflect
the fact that it may be difficult for such executives to find comparable employment within a short period of time. Information regarding applicable payments
under such agreements for the named executive officers is provided in the Severance Benefit table.
In September 2007, First Data restated the First Data Corporation Severance/Change in Control Policy (the "Policy"). The Policy provides for the
payment of benefits to executive officers upon severance from First Data and/or upon a change of control. In 2008, the plan was amended to comply with IRS
Code Section 409A.
The Policy is intended to promote uniform treatment of senior executives who are involuntarily terminated other than for cause or who voluntarily leave
the Company for good reason, as defined under the 2007 Equity Plan. Under the Policy, no benefits are provided based solely on a Change-in-Control. The
Policy provides for payment of the following severance benefits:
(i) A cash payment equal to the executive officer's base pay plus target bonus multiplied by 2.
(ii) A cash payment equal to the executive officer's prorated bonus target for the year of termination.
(iii) A cash payment equal to the financial planning benefits to which the executive officer would have been entitled to during the two years following
termination.
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