Health Net 2009 Annual Report Download - page 235

2.18 “In-Service Withdrawal Year” shall mean the calendar year designated by a Participant on his or her deferral election form
filed pursuant to Section 3.2(f), which year begins at least three years after the year in respect of which the Participant has filed such
election form.
2.19 “Investment Fund” shall mean an “open-end,” “closed-end” or other collective investment fund selected by the Company
from time to time as a measure for allocating deemed investment gains and losses to Participants’ accounts.
2.20 “Merger” shall mean any merger of the Company in which the holders of the Class A common stock, $.001 par value, of
the Company immediately prior to the merger have the same proportionate ownership of common stock of the surviving or resulting
parent corporation immediately after the merger.
2.21 “Other Compensation” shall mean an Eligible Employee’s bonuses, commissions, incentive payments and all other
Compensation, but excluding any Regular Compensation, cash-settled equity awards, severance payments, compensation associated
with international assignment, and certain ad-hoc or special one-time payments, including, without limitation, any signing bonus or
retention payment, received or earned during, or with respect to, a Deferral Year.
2.22 “Participant” shall mean an Eligible Employee who has elected to defer, pursuant to the terms of the Plan, an amount that
would otherwise be payable as Compensation during, or with respect to, a Deferral Year.
2.23 “Payment Date” shall mean the date chosen by the Company, in its sole discretion, that occurs within the 90-day period
beginning immediately after the last day of a calendar year.
2.24 “Regular Compensation” shall mean an Eligible Employee’s base salary received or earned with respect to a Deferral Year.
2.25 “Subsidiary” shall mean any corporation other than the Company in an unbroken chain of corporations beginning with the
Company if, at the time of reference, each of the corporations other than the last corporation in the unbroken chain owns stock
possessing 50 percent or more of the total combined voting power of all classes of stock in one of the other corporations in such
chain.
III. PARTICIPATION AND DEFERRALS
3.1 Participation.
(a) In General. Each Eligible Employee may participate in the Plan in a Deferral Year by irrevocably specifying on an election
form filed with the Company prior to the beginning of such Deferral Year the percentage of Compensation for the Deferral Year to be
deducted from such Eligible Employee’s Compensation with respect to such Deferral Year and deferred for payment at a later date
pursuant to the Plan. The Company shall establish rules and procedures prescribing the time and manner in which election forms shall
be filed with the Company.
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