EXHIBIT 10.9
AMENDMENT TO
THE CARNIVAL
CORPORATION
SUPPLEMENTAL EXECUTIVE RETIREMENT
PLAN
Carnival Corporation Supplemental
Executive Retirement Plan (the “Plan”) is hereby
amended as follows, effective December 31, 2008, unless
otherwise stated (additions bold-underlined, deletions
struck-through):
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(1)
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The
following is inserted as Section 1.15, effective
January 1, 2005, and all subsequent sections are re-numbered
accordingly:
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Specified
Employee means a Participant who, as of the date of such
Participant’s Termination of Employment, is a key employee
(as defined under Code Section 416(i)) of the Company. A
Participant is a key employee if the Participant is a key employee
at any time during the twelve (12) month period ending on the
specified employee identification date. For purposes of determining
Specified Employees, the specified employee identification date
shall be December 31 and the definition of
“compensation” shall be the amount to be reported as
wages, tips, or other compensation in Box 1 on the
Participant’s Form W-2 for income tax purposes for the Plan
Year, including amounts that are not currently includible in the
Participant’s gross income by reason of the application of
Sections 125 or 132(f) of the Code, and excluding any severance pay
paid during such Plan Year. This definition of compensation is not
taken into account for purposes of calculating benefits under the
Plan, and is used solely for purposes of identifying Specified
Employees.
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(2)
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Section 3.1 of the Plan is amended to read
as follows:
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Plan Benefits.
The annual benefit under this Plan
to which an eligible Participant or his or her Beneficiary shall be
entitled shall be determined as follows:
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(A)
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50% of final
pay (“final pay” shall mean a Participant’s
highest Compensation in any twelve month period within the last
sixty months) reduced proportionately for each Year of Service less
than 25.
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minus
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(B)
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The amount of
benefits payable to the Participant under the Company’s
Retirement Plan;
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minus
The Participant’s Primary
Social Security Amount (as defined in the Retirement Plan) at the
social security retirement age (determined without regard to such
Participant’s election to receive social security benefits
prior to social security retirement age).
If a Participant accrues a vested
benefit, for any Plan Year beginning on or after January 1,
2009, such vested benefit will be paid in a lump sum to the
Participant in January following the year such vested benefit was
accrued.
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(3)
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The
following language is added at the end of Section 5.1(A) of
the Plan, effective January 1, 2008:
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Notwithstanding the foregoing,
and in accordance with Code Section 409A and any guidance
issued thereunder, a Participant may make an election to change the
form of payment of amounts subject to Code Section 409A on or
before December 31, 2008, provided that the change in election
(1) is for amounts not otherwise payable in 2008, and
(2) does not cause an amount to be paid from a
Participant’s Account in 2008.
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(4)
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Section 5.1(B) of the Plan is amended to
read as follows:
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B.
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Timing of
Payment: The
Participant’s election shall indicate that payment shall be
made (in the case of a lump sum election) or shall commence (in the
case of an installment election):
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1.
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as soon as
administratively practicable following the Participant’s
Termination of Employment;
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2.
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as soon as
administratively practicable following the calendar year
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