DELUXE
CORPORATION
DEFERRED COMPENSATION PLAN
(2008 Restatement)
DELUXE
CORPORATION
DEFERRED COMPENSATION PLAN
(2008 Restatement)
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Page
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SECTION
1
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1
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1
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1
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1
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SECTION
2
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1
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1
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5
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SECTION
3
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ELIGIBILITY
FOR PARTICIPATION
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5
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SECTION
4
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6
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6
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6
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4.3.
Special Rule for New Hires
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7
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4.4.
409A Transition Rule
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8
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SECTION
5
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8
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5.1.
Participant Deferral Accounts
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8
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5.2.
Employee Benefit Plan Equivalent
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8
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8
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5.4.
Charges Against Deferral Accounts
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9
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5.5.
Contractual Obligation
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9
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9
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SECTION
6
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PAYMENT
OF DEFERRED AMOUNTS
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9
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9
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6.2.
Form of Distribution
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10
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10
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11
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12
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12
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6.2.5.
In-Service Distribution Accounts
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13
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6.2.6.
Code Section 162(m) Delay
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14
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6.3.
Distribution of Taxable Amounts
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14
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14
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6.5.
Special Rule for eFunds Participants
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15
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SECTION
7
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16
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Page
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SECTION
8
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17
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SECTION
9
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17
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SECTION
10
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DETERMINATIONS
— RULES AND REGULATIONS
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17
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17
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18
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18
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10.2.2.
Notice of Initial Adverse Determination
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18
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10.2.3.
Request for Review
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18
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18
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10.2.5.
Notice of Adverse Determination for Claim on Review
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10.3.
Rules and Regulations
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19
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10.3.1.
Adoption of Rules
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20
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10.4.
Deadline to File Claim
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21
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10.5.
Exhaustion of Administrative Remedies
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21
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10.5.1.
Deadline to File Legal Action
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21
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10.6.
Knowledge of Fact by Participant Imputed to Beneficiary
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21
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SECTION
11
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21
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21
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11.1.1.
Chief Executive Officer
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21
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11.1.3.
Management Committee
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11.2.
Conflict of Interest
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23
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24
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24
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24
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11.7.
Administrative Expenses
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11.8.
Rules, Policies and Procedures
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24
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11.9.
Method of Executing Instruments
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11.10.
Information Furnished by Participants
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24
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SECTION
12
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AMENDMENT
AND TERMINATION
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SECTION
13
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25
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SECTION
14
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25
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14.1.
Distributions upon Change in Control
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25
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14.2.
Definitions and Special Rules
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26
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SECTION
15
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27
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SECTION
16
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27
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- ii -
DELUXE
CORPORATION
DEFERRED COMPENSATION PLAN
(2008 Restatement)
1.1.
Restatement . Deluxe Corporation, a Minnesota corporation
(hereinafter called the “Company”), established,
effective as of November 15, 1983, a deferred compensation
plan known as the “DELUXE CORPORATION DEFERRED COMPENSATION
PLAN” (hereinafter called the “Plan”). The Plan
was subsequently restated effective as of January 1, 1996, and
restated again effective October 26, 2000 (except as otherwise
indicated), and three amendments have subsequently been adopted.
The Plan is now again restated effective January 1, 2009 (the
“Effective Date”), except as otherwise indicated
herein, in order to incorporate the previous amendments, amend the
Plan to comply with the final regulations issued pursuant to
section 409A of the Code of the Internal Revenue Code (the
“Code”), and to make certain other changes.
1.2.
Purpose . The purpose of the Plan is to provide a means
whereby amounts payable by the Company to Participants (as
hereinafter defined) may be deferred to some future period. It is
also the purpose of the Plan to attract and retain as employees
persons whose abilities, experience and judgment will contribute to
the growth and profitability of the Company.
1.3.
Effective Date . This restatement of the Plan is generally
effective as of January 1, 2009. Certain provisions of the
Plan, as set forth herein, are effective as of January 1,
2005, and any other provision of the Plan that is required to be
effective as of January 1, 2005, in order to comply with
section 409A of the Code shall be effective as of such date.
Anything else contained herein to the contrary notwithstanding, the
amendments to the Plan made by this restatement (with the exception
of the amendments made to Sections 10 and 11 that are
administrative in nature) shall not apply to the portion of a
Participant’s Deferral Account that consists of amounts
credited to the Deferral Account prior to January 1, 2005 and
the earnings thereon, and such portion shall be distributed in
accordance with the terms of the Plan as in effect prior to this
restatement.
2.1.
Definitions . Whenever used in this Plan, the following
terms shall have the meanings set forth below:
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(a)
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“Affiliate” means a business entity which is a member
of the Controlled Group and is recognized as an Affiliate by the
Management Committee for the purposes
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of this Plan.
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(b)
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“Base Salary” means the base salary scheduled to be
paid to a Participant during a Plan Year without regard to any
Incentive Compensation, or any portion deferred under this
Plan.
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(c)
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“Change in Control” is defined in
Section 14.
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(d)
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“Code” means the Internal Revenue Code of 1986, and all
regulations, revenue rulings, and other forms of authoritative
guidance issued pursuant thereto.
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(e)
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“Controlled Group” means the Company and all other
business entities, whether or not incorporated, which, together
with the Company, would be considered a single employer under
section 414(b) or (c) of the Code.
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(f)
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“Committee” means the Compensation Committee of the
Board of Directors of the Company.
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(g)
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“Deferral Account” means the separate bookkeeping
account representing the unfunded and unsecured general obligation
of Company established with respect to each Participant to which is
credited the dollar amounts specified in Section 5 and from
which are subtracted payments made pursuant to Sections 6 and
7.
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(h)
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“Disability” means, as to a Participant who is an
employee of the Company, a determination of disability under
Company’s Long Term Disability Plan. If the Participant is an
employee of an Affiliate, “Disability” means as to such
Participant, a determination of disability under the Long Term
Disability Plan of such Affiliate, or, if no such Plan exists, then
under the Long Term Disability Plan of the Company as if such
Participant were a participant in such plan. If the Company
discontinues its Long Term Disability Plan, then
“Disability” shall mean long term disability as defined
in any other Plan of the Company which generally defines long term
disability for purposes of such other plan. In no event, however,
shall a Participant be considered to have a Disability for purposes
of this Plan until such time as such Participant is entitled to
begin (or would be entitled to begin, if such Participant were a
participant in the relevant plan) receipt of benefits under such
long term disability or other relevant plan. Effective
January 1, 2009, a Participant shall not be considered to have
a Disability unless the condition constituting Disability is a
medically determinable physical or mental impairment that can be
expected to result in death or to last for a continuous period of
not less than twelve months, and the Participant either has been
receiving disability payments under any plan (including a
short-term disability plan or practice) of the Company or an
Affiliate for at least three months, or, if he or she is not
eligible to participate in any disability plan, is unable to engage
in any substantial gainful activity.
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(i)
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“Eligible Employee” means an employee of the Company or
its Affiliates who (i) is an officer or assistant officer, or
(ii) has significant management or professional
responsibilities, and (iii) who is highly compensated. Subject
to the limitations
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- 2 -
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contained in Section 3, the Management Committee from time to
time may (i) establish rules governing the eligibility of
employees of the Company and its Affiliates to participate in the
Plan and, such rules, if adopted, shall be deemed to further define
or amend, as the case may be, the definition of “Eligible
Employee” herein, and (ii) permit certain employees of
the Company and its Affiliates, who would not otherwise be eligible
to participate in the Plan, to participate in the Plan.
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(j)
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“ERISA” means the Employee Retirement Income Security
Act of 1974, and all regulations and other forms of authoritative
guidance issued pursuant thereto.
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(k)
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“Event of Maturity” means any of the occurrences
described in Section 6.1 by reason of which a Participant or
Beneficiary may become entitled to a distribution from the
Plan.
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(l)
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“Incentive Compensation” means the incentive, bonus,
and similar compensation that is paid to a Participant based on
performance or other factors during a Plan Year without regard to
any portion deferred under this Plan. Incentive Compensation shall
not include any awards made under the 2000 Stock Incentive Plan, or
any subparts thereof, until such time as the Management Committee
determines that all or a portion of such compensation is Incentive
Compensation.
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(m)
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“In-Service Distribution Account” means an account to
which a Participant allocates a portion of his or her Deferral
Account in accordance with Section 6.2.5. Except for
distribution in Section 6.2.5, or as otherwise provided in
this Plan, an In-Service Distribution Account shall be treated as
part of the Participant’s Deferral Account for all purposes
of the Plan.
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(n)
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“Installment Amount” means the portion of a
Participant’s Deferral Account that is to be paid during a
period designated pursuant to Section 6.2.1 by the Participant
in writing at the time of his or her enrollment or otherwise made
in accordance with this Plan. Installment Amounts may, with the
consent of the Management Committee, be expressed either in dollars
or as a percentage of the Participant’s total Deferral
Account, and if the Installment Amount is expressed in dollars and
is less than the total Deferral Account, the Installment Amount
shall be equal to the Deferral Account.
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(o)
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“Management Committee” means the Management Committee
formed by the Chief Executive Officer pursuant to Section 11
of the Plan.
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(p)
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“Participant” means any Eligible Employee who is
affirmatively selected by the Management Committee and who elects
to participate in the Plan.
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(q)
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“Plan Year” means the twelve-month period coinciding
with the Company’s fiscal year and ending on each
December 31.
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(r)
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“Selected Distribution Date” shall mean the date that
is designated in accordance with this Plan by the Participant in
writing at the time of his or her enrollment as
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- 3 -
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the date for the payment or commencement of payments of his or her
Deferral Account. To the extent permitted by the Management
Committee, a Participant may designate either the date of his
Termination of Employment, January 1 of the year following his or
her Termination of Employment as the Selected Distribution Date,
January 1 of a specified year (whether or not Termination of
Employment has occurred), or any other date permitted by the
Management Committee that complies with section 409A of the Code.
In the absence of an effective election of any other date, a
Participant’s Selected Distribution Date shall be the date of
his or her Termination of Employment.
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(s)
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“Termination of Employment” means a complete severance
of a Participant’s employment relationship with the Company
and all Affiliates. Effective January 1, 2009, a Participant
shall not be considered to have incurred a Termination of
Employment until the Participant has incurred a separation from
service as determined in accordance with section 409A of the Code.
By way of illustration, and without limiting the generality of the
foregoing, the following principals shall apply in determining
whether a Participant has incurred a separation from
service:
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(i)
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The Participant shall not be considered to have separated from
service so long as the Participant 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
Participant retains a right to reemployment with the Company under
an applicable statute or by contract.
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(ii)
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Regardless of whether his or her employment has been formally
terminated, the Participant will be considered to have separated
from service as of the date it is reasonably anticipated that no
further services will be performed by the Participant for the
Company, or that the level of bona fide services the Participant
will perform after such date will permanently decrease to less than
50 percent of the average level of bona fide services
performed over the immediately preceding 36-month period (or the
full period of employment if the Participant has been employed for
less than 36 months). For purposes of the preceding test,
during any paid leave of absence the Participant shall be
considered to have been performing services at the level
commensurate with the amount of compensation received, and unpaid
leaves of absence shall be disregarded.
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(iii)
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For purposes of determining whether the Participant has separated
from service, all services provided for the Company, or for any
entity that is a member of the Controlled Group (including any
Affiliate), shall be taken into account, whether provided as an
employee or as a consultant or other independent contractor;
provided that the Participant shall not be considered to have not
separated from service solely by reason of service as a
non-employee director of the Company or any other such entity.
Solely for purposes of this Section 2.1(r), the term
“Controlled Group” shall be modified by substituting
“50 percent” for “80 percent” for
all
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- 4 -
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purposes of section 414(b) and (c) of the Code (and section
1563 to the extent incorporated therein).
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(iv)
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A Participant who is employed by an Affiliate, and continues to be
employed by the Affiliate following a stock sale, spin-off, or
other transaction that causes the Participant’s employer to
cease to be a member of the Controlled Group, shall not be
considered to have incurred a Termination of Employment as a result
of such transaction. A Participant who ceases to be employed by the
Company or any member of the Controlled Group as a result of a sale
of substantially all of the assets constituting a division,
facility, or separate line of business, shall be considered to have
incurred a Termination of Employment unless the Company (or
Affiliate selling such assets) and the purchaser agree in writing,
not later than the closing date of such transaction, that all
Participants affected by such transaction shall not be considered
to have incurred a Termination of Employment, and that the
purchaser agrees to assume the obligation for payment of the
Deferral Accounts of all such Participants in accordance with the
Plan, unless the transaction constitutes a Change in Control with
respect to such Participants and Section 14.1 applies.
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2.2.
Transition Rule . Subject to rules and deadlines established
by the Management Committee, Participants with Deferral Accounts as
of December 31, 2008, who have not commenced receiving
payments under Section 5 shall have an opportunity to change
the deferral election(s) for their Deferral Accounts and elect a
new designation of a time and form of payment pursuant to
Section 6.2.4 as in effect prior to January 1, 2005. No
change in a deferral election shall cause an amount that would
otherwise have been paid in the year in which the election is made
to be paid in a later year, or cause an amount that would have been
paid in a later year to be paid in the year in which the election
is made. Such new designation must, however, apply to the entire
Deferral Account such that after the new designation, the
Participant shall have one Selected Distribution Date and one form
of payment under Section 6 for his or her entire Deferral
Account. Participants failing to make an effective new designation
or not eligible for a new designation pursuant to this transition
rule shall receive their distribution by giving effect to the prior
effective election(s) under the Plan.
ELIGIBILITY
FOR PARTICIPATION
Each
Eligible Employee of the Company and its Affiliates shall be
eligible to participate in the Plan and shall become a Participant
upon selection by the Management Committee. In the event a
Participant ceases to be an Eligible Employee, he or she shall
become an inactive Participant, retaining all the rights described
under the Plan, except the right to elect any further deferrals.
Notwithstanding anything apparently to the contrary in this Plan or
in any written communication, summary, resolution or document or
oral communication, no individual shall be
- 5 -
a
Participant in this Plan, develop benefits under this Plan or be
entitled to receive benefits under this Plan (either for himself or
herself or his or her survivors) unless such individual is a member
of a select group of management or highly compensated employees (as
that expression is used in ERISA).
4.1.
Initial Enrollment . Prior to the first Plan Year that an
employee selected for participation becomes a Participant, such
employee shall complete such forms and make such elections as
required by the Company for effective administration of the Plan.
Such initial enrollment:
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(a)
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Shall specify the form in which distribution of the Deferral
Account attributable to that enrollment shall be made under
Section 6 (and if such designation is not clearly made to the
contrary, shall be deemed to have been an election of a single lump
sum distribution).
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(b)
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Shall specify the time at which distribution shall be made which
shall, subject to Section 6 hereof, be the later of such
Participant’s Selected Distribution Date or such
Participant’s Termination of Employment.
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(c)
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Shall be made upon forms furnished by the Company, shall be made at
such time as the Company shall determine and shall conform to such
other procedural and substantive rules as the Company shall
prescribe from time to time.
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(d)
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Shall be irrevocable once it has been accepted by the Chief
Executive Officer of the Company pursuant to Section 4.2(a),
except to the extent that a new designation is made effective in
accordance with Section 2.2 or 6.2.4.
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(e)
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Shall contain a deferral election made in accordance with
Section 4.2.
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4.2.
Election to Defer . Prior to the first day of any Plan Year,
a Participant may make a deferral election for that Plan Year. A
separate election shall be made for each Plan Year, subject to the
authority of the Management Committee to provide for elections that
renew automatically unless changed or revoked prior to the
beginning of a subsequent Plan Year. Each such deferral
election:
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(a)
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Shall be irrevocable for the Plan Year with respect to which it is
made once it has been accepted by the Chief Executive Officer of
the Company or his or her designee; provided that an election for a
Plan Year that has not been accepted by the last day of the last
day of the preceding Plan Year shall be void.
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(b)
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Shall designate the amount or portion of the Participant’s
Incentive Compensation which is earned during that Plan Year
(without regard to whether it would be paid
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during that or a subsequent Plan Year) which shall not be paid to
the Participant but instead shall be accumulated in this Plan under
Section 5 and distributed from this Plan under Section 6.
Such designation shall be in a minimum amount of $1,000. If
expressed as a percentage, such percentage shall not exceed fifty
percent (50%) of such Participant’s Incentive Compensation.
If expressed as a dollar amount, such dollar amount shall not
exceed the dollar amount equivalent of fifty percent (50%) of such
Participant’s targeted Incentive Compensation. If a dollar
amount is elected, such election shall be reduced dollar for dollar
if the Incentive Compensation declared, net of any applicable tax
withholding, is less than the election.
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(c)
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Shall designate the amount or portion of the Participant’s
Base Salary which is earned during that Plan Year (without regard
to whether it would be paid during that or a subsequent Plan Year)
which shall not be paid to the Participant but instead shall be
accumulated in this Plan under Section 5 and distributed from
this Plan under Section 6. Such designation shall be in a
minimum amount of $1,000, and may be up to 100 percent (100%)
of such Participant’s Base Salary, less (i) all FICA,
federal, state and/or local income tax liabilities, and
(ii) all other amounts withheld from the Participant’s
Base Salary, including without limitation elective deferrals and
contributions to any other employee benefit plan, whether before or
after tax, and repayment of any loans. The amount withheld pursuant
to clause (ii) shall be determined as of the last day of the
immediately preceding Plan Year, and by making a deferral election
the Participant agrees not to increase the amount of any such
withholding if the effect would be to reduce the portion of his or
her Base Salary that is deferred.
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(d)
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Shall be made upon forms furnished by the Company, shall be made at
such time as the Company shall determine, shall be made before the
beginning of the Plan Year with respect to which it is made and
shall conform to such other procedural and substantive rules as the
Company shall prescribe from time to time.
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4.3.
Special Rule for New Hires . Notwithstanding anything to the
contrary in this Plan, the Management Committee may designate an
employee of the Company or its Affiliates as an Eligible Employee
in the employee’s year of hire if the new hire satisfies the
eligibility requirements of Section 3. In such cases, the new
hire may, either prior to commencement of employment or within
30 days thereafter, make a deferral election for the current
Plan Year as provided in Sections 4.1 and 4.2, except for the
requirement that the election be made prior to the first day of the
Plan Year. Such newly hired Participants, however, may defer Base
Salary only and may not defer Incentive Compensation unless
permitted by the Management Committee. Such new hires may also
defer any hiring bonus provided by Company, or any other type of
compensation approved by the Management Committee (including
Incentive Compensation), provided that any such election shall be
made prior to commencement of employment. The newly hired
Participant shall make deferral elections according to
Sections 4.1 and 4.2 for Plan Years after the year of hire, as
long as the employee continues to be an Eligible Employee.
Effective January 1, 2009, a newly hired employee shall not be
eligible to make an election under this Section 4.3 if the
employee has been eligible to participate in any account balance
deferred compensation plan (as defined in section 409A of the Code)
sponsored by the
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Company
or any member of the Controlled Group within 24 months prior
to his or her date of hire (other than through the accrual of
earnings on amounts previously deferred), unless the employee
received a distribution of his or her entire account balance under
such other plan within such 24 month period and was not eligible to
participate after receiving such distribution.
4.4.
409A Transition Rule . Pursuant to IRS Notice 2005-1,
Q&A #20(a) and (c) and for the purpose of taking advantage
of the transition relief afforded thereunder, each Participant was
permitted to revoke in their entirety his or her election or
elections to defer payment of (i) Base Salary earned in 2005
that would otherwise been paid during 2005, (ii) Incentive
Compensation earned in 2004 that would have otherwise been paid
during 2005, and (iii) Incentive Compensation earned in 2005
whether paid in 2005 or 2006. Such election revocation were
required to be made in writing and filed with the Chief Executive
Officer of the Company on or before December 1,
2005.
5.1.
Participant Deferral Accounts . The Company shall establish
and maintain a bookkeeping Deferral Account for each Participant.
At its discretion the Company may obtain life insurance on the life
of any or all Participants to provide all or a substantial portion
of the money needed to pay the amounts deferred under the Plan.
Each Participant’s Deferral Account shall be credited, as
appropriate, with one or more of the following:
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(a)
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Base Salary deferrals and Incentive Compensation deferrals made
pursuant to Section 4, above;
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(b)
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Employee Benefit Plan Equivalents as provided by Section 5.2
below; and
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(c)
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Gains or losses on deemed investment options as provided by
Section 5.3 below.
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5.2.
Employee Benefit Plan Equivalent . To the extent the
Company’s contributions under its compensation-based benefit
plans (including the Deluxe Corporation Supplemental Benefit Plan)
are reduced as a result of the Participant’s deferral of
compensation under the Plan, the amount of such reduction shall be
credited to the Participant’s Deferral Account. Any amount
credited under this procedure shall be credited as of the last day
of the Plan Year during which such compensation was earned without
regard to whether it is paid in a subsequent year. Any amount
credited to a Deferral Account of a Participant under this Plan
shall not be duplicated, directly or indirectly, under any other
plan of the Company.
5.3.
Investment Options . The Management Committee shall permit a
Participant to allocate the Participant’s Deferral Account
among one or more investment options for purposes of measuring the
value of the benefit. That portion of the Deferral Account
allocated to an investment option shall be deemed to be invested in
such investment option and shall be valued as if so invested,
reflecting all earnings, losses and other distributions or charges
and changes in
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value
which would have been incurred through such an investment. Neither
the Company nor the Plan nor any trust established under the Plan
shall have any obligation to invest in any such investment option.
The determination of which investment options to make available
(each of which shall be either a predetermined actual investment or
a reasonable rate of interest as defined for purposes of section
3121(v)(2) of the Code) and the continued availability of selected
investment options rests in the Management Committee’s sole
discretion. A Participant’s request to allocate or reallocate
among investment options must comply with any procedures
established by the Management Committee, which procedures may
specify a default investment option for Participants who fail to
make an effective election, and must be in such increments as the
Management Committee may require. The Participant may reallocate
the Participant’s Deferral Account among investment options
as of any day that the U.S. securities markets are open and
conducting business. All requests for allocation or reallocation
are subject to acceptance by the Management Committee, at its
discretion. If accepted by the Management Committee, an allocation
request will be effective as soon as reasonably administratively
practicable.
5.4.
Charges Against Deferral Accounts . There shall be charged
against each Participant’s account any payments made to the
Participant or his or her Beneficiary in accordance with
Sections 6 or 7 of the Plan.
5.5.
Contractual Obligation . It is intended that the Company or
Affiliate by whom the Participant is employed is under a
contractual obligation to make payments to a Participant when due.
Such payments shall be made out of the general funds of the Company
or Affiliate.
5.6.
Unsecured Interest . The obligation of the Company to make
payments under this Plan constitutes only the unsecured (but
legally enforceable) promise of the Company to make such payments.
The Participant shall have no lien, prior claim or other security
interest in any property of the Company. The Company is not
required to establish or maintain any fund, trust or account (other
than a bookkeeping account or reserve) for the purpose of funding
or paying the benefits promised under this Plan. If any such fund,
trust (including any rabbi trust) or account is established, no
Participant shall have any lien, prior claim, security interest or
beneficial interest in any property therein. The Company will pay
the cost of this Plan out of its general assets. All references to
accounts, accruals, gains, losses, income, expenses, payments,
custodial funds and the like are included merely for the purpose of
measuring the Company’s obligation to Participants in this
Plan and shall not be construed to impose on the Employers the
obligation to create any separate fund for purposes of this Plan.
In the case of a Participant employed by an Affiliate the
provisions of this Section 5.6 shall also apply to such
Affiliate.
PAYMENT
OF DEFERRED AMOUNTS
6.1.
Event of Maturity. A Participant’s Deferral Account
shall mature and shall become distributable in accordance with
Section 6.2 and 6.3 upon the earliest occurrence of any of the
following events:
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(a)
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The Participant’s death;
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(b)
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The Participant’s Disability; or
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(c)
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The occurrence of the Selected Distribution Date. Notwithstanding
the foregoing, if a Selected Distribution Date that was elected
prior to January 1, 2009, occurs prior to Termination of
Employment other than by reason of death or Disability, the Event
of Maturity shall be postponed until the Participant’s
Termination of Employment. Effective for Selected Distribution
Dates elected on or after January 1, 2009 (including new
Selected Distribution Dates elected pursuant to
Section 6.2.4), the preceding sentence shall not apply, and
the Event of Maturity shall be the Selected Distribution Date even
if the Participant is still employed on the Selected Distribution
Date. If the Participant’s Selected Distribution Date occurs
while the Participant is still employed, and if the Management
Committee determines that the Participant is eligible to continue
to make deferral elections for Plan Years after the last Plan Year
prior to the Selected Distribution Date, a new Deferral Account
shall be established for the Participant to which all amounts
deferred for such Plan Years, and any earnings thereon, shall be
credited, and the Participant may elect a new Selected Distribution
Date, and method of distribution, for such new Deferral Account
prior to the beginning of the Plan Year that includes the original
Selected Distribution Date.
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6.2.
Form of Distribution . Upon the occurrence of an Event of
Maturity specified in Section 6.1 effective as to a
Participant, the Company shall commence payment of such
Participant’s Deferral Account (reduced by the amount of any
applicable payroll, withholding and other taxes) in the form
designated by the Participant in his or her enrollment subject to
the rules of this Section 6. A Participant shall not be
required to make application to receive payment.
6.2.1.
Form of Payment . Payment shall be made in whichever of the
following forms as the Participant shall have designated in writing
at the time of his or her initial enrollment or subsequent
effective new designation under Section 6.2.4 (to the extent
that such election is consistent with the rules of this
Plan):
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(a)
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Term Certain Installments to Participant
. Subject to Section 6.2.1(d), below, if the distributee is a
Participant and the Installment Amount on the date of the
applicable Event of Maturity (without giving effect to any gains or
losses under Section 5.1(c) after such date) is at least Fifty
Thousand Dollars ($50,000), in a series of monthly installments
payable over a period not less than two (2) years and not more
than ten (10) years, commencing as of the day specified in
Section 6.2.2 and continuing on the first day of each
succeeding month until the Installment Amount is paid in full. If
the Participant elects installments, his or her account shall
continue to be credited or charged with investment results pursuant
to Section 5.3, and the amount of each monthly installment
during a year shall be equal to (i) the remaining balance of
the Installment Amount on the last day of the preceding year,
divided by the number of years for which installments remain to be
paid or, in the case of installments to be paid in the first year
to a Participant whose Selected Distribution Date was the day of
his or her Termination of Employment, the Installment Amount at the
end of the month in which the
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Termination of Employment occurs, in either case divided by
(ii) the number of monthly installments to be paid in such
year; provided that the final monthly installment shall be equal to
the entire remaining balance of the Installment Amount. The entire
series of installments shall be
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