Qualcomm 2012 Annual Report Download - page 122

to a trust established under a Transferee Plan. The Committee shall determine, in its sole discretion, whether such
transfer shall be made and the timing of such transfer. Such transfer shall be made if, and only to the extent that,
approval of such transfer is obtained from the Trustee.
12.1.1 Transferee Plan . For purposes of this Section 12.1, “Transferee Plan”
shall mean an unfunded,
nonqualified deferred compensation plan described in Sections 201(2), 301(a)(3) and 401(a)(l) of ERISA maintained by
any of the Company's affiliated entities, subsidiary corporations, parent corporations or any corporation unrelated to the
Company with which the Company has successfully closed a transaction in which the Company acquired the assets or
the outstanding stock of such unrelated corporation.
12.2 Transfers in from Other Plans .
There may be transferred directly from the trustee of another
nonqualified, funded, deferred compensation plan (an “Other Plan”)
to the Trustee, subject to the approval of the
transferor corporation maintaining the Other Plan and the Committee, funds in an amount not to exceed the amounts
credited to the Other Plan accounts maintained for the benefit of that Eligible Employee. Amounts transferred pursuant
to this Section 12.2, and any gains or losses allocable thereto, (i) shall be accounted for separately (“Transfer Account”
)
from amounts otherwise allocable to the Eligible Employee under this Plan, and (ii) the Transfer Account shall be
distributed in accordance with the Eligible Employee's deferral election under the Other Plan, as such election may be
amended pursuant to the terms of the Other Plan. Subsequent earnings on the amount in the Transfer Account shall be
credited to a separate Account for the Eligible Employee established pursuant to this Plan and shall be determined under
the Plan's investment procedures in Article 6.
12.3 Effect of Section .
This Section 12 shall only be operable to the extent the Committee determines and in
its sole and absolute discretion at the time of any proposed transfer that such transfer will not impact the Plan and any
deferred amounts in a tax disadvantageous manner under Section 409A of the Code.
ARTICLE XIII
MISCELLANEOUS
13.1
No Assignment .
The right of any Participant, any Beneficiary or any other person to the payment of any benefits under this
Plan shall not be assigned, transferred, pledged or encumbered, including pursuant to domestic relations orders.
13.2 No Secured Interest .
The obligations of the Company to Participants under this Plan shall not be funded or otherwise
secured, and shall be paid out of the general assets of the Company. Participants are general unsecured creditors of the Company with respect to
the Company's contributions hereunder and shall have no legal or equitable interest in the assets of the Company, including any assets the
Company may set aside or reserve against its obligations under this Plan.
13.3 Successors .
This Plan shall be binding upon and inure to the benefit of the Employer, its successors and assigns and the
Participant and his or her heirs, executors, administrators and legal representatives.
13.4 No Employment Agreement .
Nothing contained herein shall be construed as conferring upon any Participant the right to
continue in the Service of the Company or any Affiliate.
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