Visa 2008 Annual Report Download - page 254

5. Payment of Benefits. A Participant's accumulated vested Excess Additions shall be paid as follows:
(a) Excess Additions Accumulated Prior to January 1, 2005: Excess Additions that are accumulated on behalf of a Participant prior to January 1,
2005 shall be paid to the Participant (or the Participant's beneficiary if the Participant dies prior to the date payments commence under this
Section 5(a)) in a single lump sum or in annual installments for a period of 2 to 15 years and such payments shall be made or commence either
(i) within 90 days following the date a Participant incurs a "separation from service" or (ii) during the January next following the date described
in (i), above. Notwithstanding the above, if a Participant does not elect a payment form or commencement date prior to July 1, 2005, such Excess
Additions shall be paid in a single lump sum at the time described in (i), above.
(b) Excess Additions Accumulated After December 31, 2004: Excess Additions that are accumulated on behalf of a Participant after December 31,
2004 shall be paid to the Participant (or the Participant's beneficiary if the Participant dies prior to the date payment is made under this
Section 5(b)) in a single lump sum within 90 days following the date a Participant incurs a "separation from service."
A Participant's accumulated Excess Additions shall be treated as vested and forfeited as described in Article XI of the Thrift Plan and such Article is
incorporated herein by reference. Notwithstanding the preceding sentence, a Participant shall forfeit any Excess Additions that are payable hereunder,
regardless of when such Excess Additions were accumulated, if the Committee determines that the Participant has engaged in bribery, embezzlement,
fraud, misappropriation of assets or receipt of kickbacks involving the Company or any Related Company.
A Participant incurs a "separation from service" for purposes of this Section if he dies, retires or otherwise has incurred a "termination of employment"
from Visa Inc. and any Related Company. A Participant will not incur a separation from service while he is on military leave, sick leave, or other bona
fide leave of absence if the period of such leave does not exceed six months, or if longer, so long as the individual retains a right to reemployment under
an applicable statute or contract. A leave of absence constitutes a bona fide leave of absence only if there is a reasonable expectation that the Participant
will return to perform services. Notwithstanding the foregoing, where a leave of absence is due to any
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