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CERTEGY INC. SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN

Addendum or Modifications

CERTEGY INC. SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN | Document Parties: 88 Successor Company | Effective Date CERTEGY INC | Equifax Inc | Plan 54 Company You are currently viewing:
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88 Successor Company | Effective Date CERTEGY INC | Equifax Inc | Plan 54 Company

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Title: CERTEGY INC. SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
Date: 8/5/2009
Industry: Consumer Financial Services     Sector: Financial

CERTEGY INC. SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN, Parties: 88 successor company , effective date certegy inc , equifax inc , plan 54 company
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Exhibit 10.8 CERTEGY INC. SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (Effective As of November 5, 2003) CERTEGY INC. SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN PREAMBLE The Certegy Inc. Supplemental Executive Retirement Plan ("Plan") is designed to be a supplemental retirement plan covering a select group of management and highly compensated employees of Certegy Inc. (the "Company") and any Adopting Employer. The benefits under the Plan are unfunded and all amounts payable under the Plan shall be paid from the general assets of the Company (except as otherwise provided herein). The effective date of the Plan as set forth herein is November 5, 2003 ("Effective Date"). TABLE OF CONTENTS

PAGE ---- ARTICLE I DEFINITIONS AND CONSTRUCTION 1 1.1 Definitions 1 (a) Accrued Benefit 1 (b) Actuarial (or Actuarially) Equivalent: 1 (c) Administrator 2 (d) Adopting Employer 2 (e) Annual Bonus 2 (f) Authorized Leave of Absence 2 (g) Average Annual Compensation 2 (h) Beneficiary 2 (i) Board 2 (j) Break in Service 2 (k) Certegy Pension Plan 2 (l) Certegy Special Supplemental Program 3 (m) Company 3 (n) Compensation 3 (o) Disability Retirement Date 3 (p) Early Retirement Date 3 (q) Effective Date 3 (r) Eligible Spouse 3 (s) Equifax 3 (t) ERISA 3 (u) Executive 3 (v) Late Retirement Date 4 (w) Normal Retirement Date 4 (x) Participant 4 (y) Plan Year 4 (z) Plan 4 (aa) Retirement (Retire) 4 (bb) Severance Protection Agreement 4 (cc) Termination Date 4 (dd) Total and Permanent Disability 4 (ee) Vested Participant 4 (ff) Year of Benefit Service 4 (gg) Year of Vesting Service 5 1.2 Construction 5 ARTICLE II PARTICIPATION AND BREAK IN SERVICE 6 2.1 Eligibility for Participation: 6 2.2 Break in Service 6 2.3 Participants Bound 6 2.4 Transfers 6

-i- TABLE OF CONTENTS (Continued)

PAGE ---- (a) When Executive Becomes A Participant 6 (b) Accrued Benefit Upon Transfer To A Non-Eligible Status 6 ARTICLE III RETIREMENT AND TERMINATION DATES 8 3.1 Normal Retirement Benefit 8 3.2 Late Retirement Benefit 8 3.3 Early Retirement Benefit 8 3.4 Disability Retirement Benefit 8 3.5 Vested Participant Benefit 9 3.6 Termination Prior to Completion of Ten (10) Years of Vesting Service 9 3.7 Normal Form of Payment of Accrued Benefit 9 3.8 Optional Forms of Payment 9 (a) Ten Years Certain and Life Annuity Option 9 (b) Joint and Survivor Annuity Option 10 (c) Lump Sum Option 10 3.9 Reduction For Certegy Special Supplemental Program 10 ARTICLE IV PRE-RETIREMENT DEATH BENEFITS 11 (a) Death Prior to Eligibility for Retirement or a Vested Participant Benefit 11 (b) Death After Attaining Eligibility for Vested Participant Benefit 11 (c) Death After Attaining Eligibility for Early or Normal Retirement 11 ARTICLE V ADMINISTRATION 12 5.1 General Duties 12 5.2 Application and Forms For Benefit 12 5.3 Facility of Payment 13 5.4 Company to Furnish Information 13 5.5 Administrator to Furnish Other Information 13 5.6 Claims Procedure 13 ARTICLE VI PLAN FINANCING 14 ARTICLE VII AMENDMENT; TERMINATION; CHANGE IN CONTROL 15 7.1 Amendment 15 7.2 Right to Terminate 15 7.3 Change in Control 15

-ii- TABLE OF CONTENTS (Continued)

PAGE ---- ARTICLE VIII MISCELLANEOUS 16 8.1 Nonguarantee of Employment 16 8.2 Rights Under Plan 16 8.3 Nonalienation of Benefits 16 8.4 Headings for Convenience Only 16 8.5 Multiple Copies 16 8.6 Governing Law 16 8.7 Taxes 16 8.8 Successor Company 17 APPENDIX A ELIGIBLE PARTICIPANTS 18

-iii- ARTICLE I DEFINITIONS AND CONSTRUCTION 1.1 Definitions: Where the following words and phrases appear in this Plan, they shall have the meanings set forth below, unless the context clearly indicates to the contrary: (a) Accrued Benefit: Subject to adjustment as hereinafter provided, with respect to any Participant at any time ("Determination Date"), an annual benefit payable in the form of a single life annuity, commencing on the Participant's Normal Retirement Date in an amount equal to fifty percent (50%) of the Participant's Average Annual Compensation multiplied by a fraction (no greater than 1), the numerator of which is the Participant's Years of Benefit Service at the Determination Date and the denominator of which is thirty (30), reduced by the accrued benefit, or the Actuarial Equivalent of the accrued benefit, which the Participant is entitled to receive from the Certegy Pension Plan at the Participant's Normal Retirement Date under this Plan. If a Participant retires on his Late Retirement Date, the calculation of the Participant's Accrued Benefit, including the related offsets, shall be made as of the Participant's Late Retirement Date. The determination of a Participant's Accrued Benefit under this Section 1.1(a) shall be made by the Administrator in good faith in a consistent manner with respect to all Participants and its decisions on such matters shall be binding and conclusive on all parties. Notwithstanding the foregoing, if a Participant who received a distribution or distributions following his Termination Date or Retirement is re-employed and again becomes an active Participant, such Participant's Accrued Benefit, as computed pursuant to this Section, shall be reduced by the monthly Accrued Benefit amount that is the Actuarial Equivalent of the distribution(s) made to the Participant. (b) Actuarial (or Actuarially) Equivalent: (i) For purposes of determining the value of a Participant's Participant Interest under the Certegy Special Supplemental Program pursuant to Section 3.9, a benefit of equivalent value determined using an interest rate equal to 7% per annum and the mortality table prescribed by the Commissioner of Internal Revenue pursuant to Rev. Rul. 95-6 (as hereafter amended or modified); (ii) For purposes of determining the amount of a single lump sum payment under Section 3.8(c), an amount of equivalent value determined using the following assumptions: (A) an annual interest rate equal to the "applicable interest rate" as the Secretary of the Treasury has then prescribed pursuant to Code Section 417(e)(3)(A)(ii)(II) for the second full calendar month preceding the first day of the Plan Year during which occurs the date of payment. This rate is currently equal to the annual rate of interest on 30-year Treasury securities as published by the Commissioner of Internal Revenue, and -1- (B) the morality table prescribed by the Commissioner of Internal Revenue pursuant to Rev. Rul. 95-6 (as hereafter amended or modified). (iii) For purposes of determining the equivalent value of optional forms of benefits under Sections 3.8(a) and (b), the Actuarial Equivalent factors shall be the same as those used in the Certegy Pension Plan. (c) Administrator: The Company and any person or committee designated by the Company to perform all or any portion of the duties and responsibilities of the Administrator under the Plan. (d) Adopting Employer: An employer that, with the consent of the Company, adopts the Plan for the benefit of one or more of its Executives, in accordance with such terms and conditions as may be imposed by the Company. (e) Annual Bonus: The amount awarded an Executive under the Company's annual incentive bonus program, subject to the provisions and limitations contained in Section 1.1(n) of the Plan. (f) Authorized Leave of Absence: Any absence authorized by the Company, provided that the Participant returns within the period specified in the Authorized Leave of Absence. (g) Average Annual Compensation: The applicable annual amount shall be the average of the Participant's Compensation for the three highest calendar years during the ten calendar years immediately preceding the Participant's date of Retirement or death, or Termination Date. (h) Beneficiary: The person or persons last designated in writing by the Participant on a form provided by the Administrator to receive benefits under Sections 3.8(a) or (b) of the Plan in the event of the Participant's death. If no designation of Beneficiary shall be in effect under Section 3.8(a) at the time of a Participant's death or if all designated Beneficiaries shall have predeceased the Participant, then the Beneficiary shall be the Participant's Eligible Spouse or if there is no such Eligible Spouse, the Participant's estate or legal representative. (i) Board: The Board of Directors of Certegy Inc. (j) Break in Service: A One Year Break in Service, as defined in the Certegy Pension Plan, which may result in a cancellation of the Participant's previous Years of Benefit Service as provided in Section 2.2. (k) Certegy Pension Plan: The tax-qualified retirement plan known as the Certegy Inc. Pension Plan, as it may be amended from time to time. -2- (l) Certegy Special Supplemental Program: The Certegy Inc. Special Supplemental Executive Retirement Plan and any similar program designed to replace benefits a Participant was previously entitled to receive under an equity split-dollar life insurance program. (m) Company: Company shall mean Certegy Inc. (or its successor or successors). Affiliated or related employers that are permitted to adopt the Plan with the consent of the Company shall be known as Adopting Employers. To the extent required by certain provisions (e.g., determining Average Annual Compensation and Years of Benefit Service), references to the Company shall include the Adopting Employer of the Participant. (n) Compensation: Subject to adjustment as provided in the next sentence, "Compensation" shall be the Participant's salary and wages for each calendar year during which he is employed by the Company, and any Annual Bonus paid during such year. In either case, Compensation shall include any amounts of salary or Annual Bonus which shall be voluntarily deferred by the Participant under any salary or bonus deferral or reduction program (whether qualified or non-qualified) which may be instituted by the Company, but Compensation shall not include any earnings or Company match on these deferred amounts, or payments from such programs or payments from any similar salary deferral or bonus deferral programs, or any income from long-term cash incentive programs, stock options, restricted stock, restricted stock units or similar grants. A Participant's Compensation for calendar years prior to the Effective Date during which he was employed by the Company or a predecessor shall be credited under this Plan. (o) Disability Retirement Date: The date of Retirement due to Disability as specified in Section 3.4. (p) Early Retirement Date: The first day of the month coincident with or next following the Participant's (i) attainment of age 55 and completion of five (5)Years of Vesting Service, or (ii) attainment of at least age 50 where the sum of the Participant's age and Years of Benefit Service total at least 75. (q) Effective Date: This Plan is effective November 5, 2003. (r) Eligible Spouse: The individual to whom a Participant is legally married on the earlier of his date of benefit commencement or his date of death. (s) Equifax: Equifax Inc., a Georgia corporation, and the corporation from which the Company was spun-off on July 3, 2001. (t) ERISA: The Employee Retirement Income Security Act of 1974, as amended from time to time. (u) Executive: Any person who, on or after the Effective Date, (i) is classified by the Company as an executive of the Company (or an Adopting Employer), (ii) is receiving remuneration for personal services rendered to the Company (or an Adopting Employer), and -3- (iii) is designated by the Board or Compensation Committee of the Board (as appropriate) as eligible to participate in the Plan and who is listed on an Appendix attached hereto. (v) Late Retirement Date: The date of Retirement subsequent to a Participant's Normal Retirement Date as specified in Section 3.2. (w) Normal Retirement Date: The first day of the month following the Participant's attainment of age 60. (x) Participant: An Executive participating in the Plan in accordance with the provisions of Section 2.1. (y) Plan Year: A twelve (12) month period beginning on January 1 and ending on December 31. (z) Plan: The Certegy Inc. Supplemental Executive Retirement Plan, the Plan set forth herein, as it may be amended from time to time. (aa) Retirement (Retire): Termination of employment for reason other than death after a Participant has fulfilled all requirements for Normal Retirement, Late Retirement, Early Retirement, or Disability Retirement. Retirement shall be considered as commencing on the day immediately following a Participant's last day of employment (or Authorized Leave of Absence, if later). (bb) Severance Protection Agreement: The letter agreement entered into between the Company and the Participant which provides for the payment of compensation and benefits to the Participant in the event of the Participant's termination of employment under certain circumstances following a Change in Control of the Company (as defined in the Severance Protection Agreement). (cc) Termination Date: The date of termination of an Executive's employment with the Company for reasons other than death or Retirement. (dd) Total and Permanent Disability: The term Total and Permanent Disability shall have the same meaning as the term "Disabled" as defined in the Certegy Pension Plan. The determination of Total and Permanent Disability shall be made by the Administrator in its discretion based upon the information provided to it. (ee) Vested Participant: A Participant whose Termination Date occurs after the completion of at least ten (10) Years of Vesting Service, but prior to achieving eligibility for Retirement. (ff) Year of Benefit Service: A Participant shall be credited with one (1) Year of Benefit Service under the Plan (i) for each Year of Benefit Service with which the Participant is credited under the Certegy Pension Plan, (ii) if the Participant was employed by an employer acquired by Certegy or Equifax, for the Participant's years of service with such -4- employer prior to the date of such acquisition (which are not otherwise credited under the Certegy Pension Plan), determined in the same manner as a Year of Benefit Service under the Certegy Pension Plan, provided that that there shall be no duplication in crediting such years of service, and (iii) for any other years of service designated on an Appendix attached hereto. (gg) Year of Vesting Service: A Participant shall be credited with one (1) year of Vesting Service under the Plan (i) for each Year of Vesting Service with which the Participant is credited under the Certegy Pension Plan, and (ii) for any other years of service designated on an Appendix attached hereto. 1.2 Construction: The masculine gender, where appearing in the Plan, shall be deemed to include the feminine gender, and the singular may include the plural, unless the context clearly indicates to the contrary. The words "hereof," "herein," "hereunder" and other similar compounds of the word "here" shall mean and refer to the entire Plan, not to any particular provision or Section. -5- ARTICLE II PARTICIPATION AND BREAK IN SERVICE 2.1 Eligibility for Participation: (a) In General - An Executive designated on Appendix A attached hereto shall become a Participant in this Plan on the later of the Effective Date or the date designated in Appendix A, subject to the conditions and limitations provided for herein. A former Participant who is rehired may again become a Participant upon again being designated as eligible to participate in the Plan. (b) Special Eligibility - The Board or the Compensation Committee of the Board may provide on an Appendix for special conditions or limitations with respect to the participation in the Plan by any Executive designated as eligible to participate in the Plan. 2.2 Break in Service: Upon Retirement, death or other termination of employment, a Participant's rights and benefits under the Plan shall be determined in accordance with his Years of Vesting Service, Years of Benefit Service, Average Annual Compensation, and other applicable Plan provisions at the time of termination of employment. If a Participant incurs a Break in Service and is later rehired by the Company and becomes eligible to participate in the Plan, his prior Years of Benefit Service shall only be counted for purposes of determining his Accrued Benefit subsequent to rehire, if (i) at the time of his Break in Service he had at least ten (10) Years of Vesting Service, qualified for Early Retirement, or was at least age 60, or (ii) the period of his Break in Service is less than his prior Years of Vesting Service. If the Participant received payments from the Plan during his Break in Service period, his Accrued Benefit shall be adjusted in the manner provided in Section 1.1(a). 2.3 Participants Bound: Each Executive becoming a Participant hereunder shall be conclusively presumed for all purposes to have consented to this Plan and any amendments, modifications or revisions hereto, and to all the terms and conditions thereof, and shall be bound thereby with the same force and effect as if he had entered into a contract to such effect and any amendments, modifications or revisions hereto. 2.4 Transfers: The following rules shall apply when an Executive transfers to or from eligibility for participation in the Plan while an employee of the Company: (a) When Executive Becomes A Participant: An Executive of the Company who becomes a Participant under this Plan in accordance with Section 2.1, shall have his Compensation, Years of Benefit Service and Years of Vesting Service for periods prior to the date he becomes a Participant in the Plan count for purposes of this Plan, unless otherwise provided in an Appendix applicable to such Participant. (b) Accrued Benefit Upon Transfer To A Non-Eligible Status: If a Participant becomes ineligible to participate but remains in employment with the Company, his Accrued -6- Benefit under this Plan will be determi


 
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