Sunoco 2015 Annual Report Download - page 160

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records of all payments made to Participants or Beneficiaries and payments made for expenses or
otherwise.
The Employer shall, to the fullest extent permitted by law, indemnify each director, officer or
employee of the Employer (including the heirs, executors, administrators and other personal
representatives of such person) and each member of the Administrative Committee against expenses
(including attorneys' fees), judgments, fines, amounts paid in settlement, actually and reasonably
incurred by such person in connection with any threatened, pending or actual suit, action or
proceeding (whether civil, criminal, administrative or investigative in nature or otherwise) in which
such person may be involved by reason of the fact that he or she is or was serving this Plan in any
capacity at the request of the Employer or the Administrative Committee. Expenses and liabilities
arising out of gross negligence and willful misconduct shall not be covered by this indemnity.
All expenses of administering this Plan will be paid by the Company.
Section 3.02 Claims Procedures. If a Participant or Beneficiary (a "Claimant") makes a
written request alleging a right to receive payments under this Plan or alleging a right to receive an
adjustment in benefits being paid under this Plan, such actions shall be treated as a claim for benefits.
All claims for benefits under this Plan shall be sent to the Administrative Committee and
administered in compliance with Code Section 409A. If the Administrative Committee determines
that any individual who has claimed a right to receive benefits, or different benefits, under this Plan
is not entitled to receive all or any part of the benefits claimed, the Administrative Committee shall
inform the claimant in writing of such determination and the reasons therefor in terms calculated
to be understood by the claimant. The notice shall be sent within 90 days of the claim unless the
Administrative Committee determines that additional time, not exceeding 90 days, is needed and
so notifies the Claimant. The notice shall make specific reference to the pertinent Plan provisions
on which the denial is based, and shall describe any additional material or information that is
necessary. Such notice shall, in addition, inform the claimant of the procedure that the claimant
should follow to take advantage of the review procedures set forth below in the event the claimant
desires to contest the denial of the claim. The Claimant may within 60 days thereafter submit in
writing to the Administrative Committee a notice that the claimant contests the denial of his or her
claim and desires a further review by the Administrative Committee. The Administrative Committee
shall within 60 days thereafter review the claim and authorize the claimant to review pertinent
documents and submit issues and comments relating to the claim to the Administrative Committee.
The Administrative Committee will render a final decision on behalf of the Company with specific
reasons therefor in writing and will transmit it to the claimant within 60 days of the written request
for review, unless the Administrative Committee determines that additional time, not exceeding 60
days, is needed, and so notifies the Participant. If the Administrative Committee fails to respond to
a claim filed in accordance with the foregoing within 60 days or any extended period, the Company
shall be deemed to have denied the claim.