First Data 2012 Annual Report Download - page 202

requirements for eligibility and the conditions required to receive the benefits specified in this Policy have been satisfied.
No interest accrues on any benefit to which an Eligible Executive may be entitled under this Policy. Eligible Executives
cannot assign or pledge any benefits that they are eligible for under this Policy. Subject to state and federal law, no
creditor may attach or garnish any Eligible Executive’s Policy benefits. This Policy does not create any contract of
employment or right to employment for any period of time. Employment with the Company is at-will, and may be
terminated by either the Company or the Eligible Executive at any time for any reason.
19. Review Procedure
Executives eligible to receive benefits under this Policy will be notified of such eligibility as soon as administratively
practicable after the event occurs which gives rise to the provision of Policy benefits. If an executive who believes he or
she is eligible to receive Policy benefits does not receive such notice or disagrees with the amount of benefits set forth in
such notice, or if an executive is informed that he or she is not eligible for benefits under this Policy, the executive (or
his or her legal representative) may file a written claim for benefits with the Company’s senior human resources
executive or such other officer or body designated by the Committee for this purpose. The written claim must include the
facts supporting the claim, the amount claimed, and the executive’s name and mailing address.
If the claim is denied in part or in full, the Company’s senior human resources executive (or other designated officer or
body) will notify the executive by mail no later than 90 days (or 180 days in special circumstances) after receipt of the
written claim. The notice of denial will state the specific reasons for the denial, the provisions of the Policy on which the
denial is based, a description of any additional information or material required by the Committee to consider the claim i
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applicable, as well as an explanation as to why such information or material is necessary, an explanation of the Policy’s
review procedures and the time limits applicable to such procedures, and the executive’s right to bring a civil action
under ERISA Section 502(a) in the event of an adverse determination upon review.
An executive (or his or her legal representative) may appeal the denial by filing a written appeal with the Committee.
The written appeal must be received no later than 60 days after the executive or legal representative received the notice
of denial. During the same 60-day period, the executive or legal representative may have reasonable access to pertinent
documents and may submit written comments and supporting documents, records and other materials to the Committee.
The Committee will review the appeal and notify the executive or legal representative by mail of its final decision no
later than the next regularly scheduled Committee meeting, or if the appeal is received less than 30 days before such
meeting, the second regularly scheduled meeting after the Committee receives the written appeal.
20. Notwithstanding any provision of the Plan to the contrary, the Plan is intended to comply with the requirements of Code
Section 409A. Accordingly, all provisions herein, or incorporated by reference, shall be construed and interpreted to
comply with Code Section 409A. Further, for purposes of the limitations on nonqualified deferred compensation under
Code Section 409A, each payment of compensation under this Plan shall be treated as a separate payment of
compensation. Any amounts payable solely on account of an involuntary separation from service of an Eligible
Executive within the meaning of Code Section 409A shall be excludible from the requirements of Code Section 409A,
either as involuntary separation pay or as short-term deferral amounts to the maximum possible extent. Notwithstanding
any provision of the Plan to the contrary, if an Eligible Executive is a “specified employee” within the meaning of Code
Section 409A at the time of termination of employment, to the extent necessary to comply with Code Section 409A, any
payment required under this Plan shall be delayed for a period of six (6) months after termination of employment
pursuant to Code Section 409A, regardless of the circumstances giving rise to or the basis for such payment. Payment of
such delayed amount shall be paid in a lump sum within ten (10) days after the end of the six (6) month period. If the
Eligible Executive dies during the postponement period prior to the payment of the delayed amount, the amounts delayed
on account of Code Section 409A shall be paid to the personal representative of the Eligible Executive’s estate within
ninety (90) days after the date of the Eligible Executive’s death. For these purposes, a “specified employee” shall mean
an employee who, at any time during the 12-month period ending on the identification date, is a “specified employee”
under Code Section 409A, as determined by the Company. The determination of “specified employees,” including the
number and identity of persons considered “specified employees” and the identification date, shall be made by the
Company in accordance with the provisions of Code Sections 416(i) and 409A.
21. Rights Under the Employee Retirement Income Security Act (ERISA)
As a participant in the Policy, an Eligible Executive is entitled to certain rights and protections under the Employee
Retirement Income Security Act of 1974 (ERISA), which provides that all Policy participants shall be entitled to: