EX-10.4



 






Exhibit 10.4




COMPUTER ASSOCIATES INTERNATIONAL, INC.




HOMEOWNERS RELOCATION POLICY FOR BANDS 5 AND Z

(SENIOR EXECUTIVES)




The Company’s policies, procedures and practices, whether expressed here or elsewhere, whether
oral or written, are not intended to create any promise or contractual right of employment.




Employment with the Company is at will. This means that either you or the Company may terminate
the employment relationship at any time with or without cause and without prior notice. This
applies to privileges and benefits as well.




This relocation policy is subject to change by the Company in its sole discretion without prior
notice, to the extent permitted by applicable law.




 









 





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COMPUTER ASSOCIATES INTERNATIONAL, INC.

HOMEOWNERS RELOCATION POLICY FOR BANDS 5 AND Z (SENIOR EXECUTIVES)




INTRODUCTION




Change offers challenges and opportunities. On behalf of all your colleagues here at Computer
Associates International, Inc. (Computer Associates or the Company), we want to thank you for your
willingness to make this change. We hope that it will lead to personal growth, further career
development, and prove mutually beneficial.




While there are many benefits available to you, you will be responsible for managing costs
associated with your move and you will be expected to keep relocation costs to a minimum.




Our goal is to provide our mobile employees and their families with the tools and assistance to
help them relocate in a timely and cost-effective manner.




It is our shared responsibility to communicate openly and honestly and to cooperate with one
another to ensure the highest level of motivation, morale and productivity during the relocation
process.




Furthermore, we are committed to ensuring that our service partners meet our requirements for
efficient, customer-oriented service delivery. These selected service partners will work with you
throughout your move and will be available to answer any questions that you have.




You will be asked to confirm receipt of this policy to ensure effective communication.




Best wishes to you and your family in your new location.




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ELIGIBILITY




When relocating at Computer Associates’ request, you will be eligible for the relocation assistance
described in this policy if you are a full time employee or new hire in Bands 5 or Z, own and
reside at the point of origination in a home that fits the criteria established by the Company
described below, and your new principal place of work is at least 50 miles farther than the old
residence was from the old place of work (i.e., your commute has increased more than 50 miles).
The anticipated duration of your assignment must be at least one year, and the relocation of your
household is necessary to significantly reduce the problems of commuting.




Certain relocation expenses for family members (spouses, partners and dependents) may also be
reimbursed provided they reside with you in your permanent residence at origination.




If a family member currently living with you is also employed by the Company and will be employed
by the Company at the new location, all relocation assistance and expense reimbursements will be
offered and paid once.




MOVE ELIGIBILITY




To be eligible to qualify for relocation assistance, you must be able to complete your relocation
within one year of the start date of your new position. After this date you will forfeit
eligibility for certain benefits, like new home purchase assistance. You must also satisfy the
distance requirement listed below. If you do not think you will qualify in either case, contact
your Counselor (as defined below) immediately for further instructions.




	 	 	 	 	 
	1]

	 	Mileage from your old home to your new workplace:
	 	                    
	 
	2]

	 	Mileage from your old home to your old workplace:
	 	                    
	 
	3]

	 	Subtract line 2 from line 1:
	 	                    
	 
	 	 	 	 
	 	 	The result on line 3 must be equal to or more than 50 miles.






YOUR RESPONSIBILITIES




Your cooperation throughout the transfer will help to ensure your move is accomplished with the
least inconvenience possible. In addition:





	•  	You must not contact any brokers directly until you have spoken with your Counselor. Instead, you will be referred to
approved brokers at both the departure and destination locations.
	 
	•  	You should retain certain receipts and other documents to verify relocation expenses and support payments made to you
by Computer Associates under this policy.
	 
	•  	You are expected to comply with the time frames established for the various steps of your relocation, as described in
this policy.
	 
	•  	You must secure necessary approvals.
	 
	•  	You must prepare and submit all necessary expense reports in a timely manner.
	 
	•  	You must sign your Moving & Relocation Expense Repayment Agreement in the form provided by Human Resources.




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At the conclusion of your move, we will solicit your sincere evaluation of the services made
available to you.




HUMAN RESOURCES RESPONSIBILITIES




All relocation decisions relating to eligibility must be approved by Human Resources. Human
Resources will also make all initial authorizations for services to all service providers. Human
Resources has selected various service providers to assist with your relocation.




RELOCATION SERVICE COMPANY




Computer Associates has selected Weichert Relocation Resources, Inc. (WRRI) to assist you in
selling your current home and finding and financing your home in the new location. A WRRI
Relocation Counselor (Counselor) will be assigned as your liaison in coordinating all aspects of
your relocation. The Counselor’s primary objectives are to provide quality service to you while
cost-effectively helping us implement this policy.




FlashPoint




Your Counselor will also provide instructions for accessing FlashPoint, a customized and secure
private Internet site that provides you with “anytime” access through any Internet connection. From
your personalized FlashPoint homepage, you will be able to:




	 	 	 
	-

	 	Research destination communities
	 
	-

	 	Access helpful moving tips
	 
	-

	 	Query expense information
	 
	-

	 	Review benefit details






You can visit WRRI’s website at                for general information and when your Counselor
provides you with your PIN number, you will be able to access your own personal information.




APPROVED REAL ESTATE FIRMS / BROKERS




The real estate firms and representatives you will be referred to must meet strict standards. You
will be referred to brokers who meet these criteria and may not enter into any binding agreements
with brokers who are not approved. To retain your eligibility for certain benefits, you must use
approved brokers.




You must talk with your Counselor prior to contacting any real estate firms (or agents). The
Counselor will then call the real estate firms/agents and explain to them their role in
coordinating with WRRI in connection with certain departure and destination area activities
attendant to your relocation and the Company’s relocation policy. One of the items that WRRI
reviews with the departure area listing broker is the Listing Exclusion Clause, more fully
described below under the heading “Listing Exclusion Clause”. The failure to include this
provision in your Listing Agreement may result in certain adverse consequences.




STANDARDS FOR COMPANY-APPROVED BROKERS





	•  	The real estate firm/broker must have no interest (actual or
contemplated) in the Company, departure property, or the home to
be purchased at destination, including any business or family
relationship with the owners of the properties.
	 
	•  	The real estate firm/broker must have relocation-related
experience, proven track records in your community, and the
highest standards of customer service.




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LUMP SUM PAYMENTS




Many of the usual relocation expense areas will be handled via a lump sum payment. The lump sum
payment is designed to reduce record-keeping requirements for your expenses, simplify
administrative processes, and provide you with the maximum flexibility possible and the opportunity
to manage your own cash flow during your relocation. If your actual expenses are less than the
lump sum allowance, you may retain the unused portion. Conversely, if your expenses exceed the
lump sum allowance, you will be responsible for these costs.




The amount of your lump sum payment can be determined by looking at the chart to be provided by
your Counselor. The amount varies based on the various factors set forth below.




LUMP SUM COMPONENTS – The following components are included in the lump sum payment for which you
are eligible:





	1.  	Two House Hunting Trips
	 
	•  	Lodging for a total of nine nights
	 
	•  	Per diem for meals
	 
	•  	Mid-size rental car
	 
	•  	Two round-trip airline tickets for you and your spouse/partner
based upon a 14-day advance purchase or personal auto mileage.
(The distance between your old location and new location must be
greater than 250 miles to qualify for air transportation.)
	 
	2.  	Temporary Living
	 
	•  	Lodging in corporate housing (or equivalent) for 90 days
	 
	•  	If lodging does not have kitchen facilities, a per diem for meals
will be factored in the lump sum calculation
	 
	•  	Mid-size rental car for 2 weeks
	 
	•  	Coach-class airline ticket based on a 14-day advance purchase for
the employee only or mileage calculated at the Company-established
rate will be included
	 
	•  	Five return trips home for the employee only including coach-class
airline ticket based on a 14-day advance purchase.





The allowance for temporary living is of limited duration and will require that you focus your
efforts to obtain a new residence quickly. Per diem rates are based on hotel costs in the new
location. If your personal situation requires a longer stay, then WRRI can assist you in finding
short-term furnished housing, often at a more attractive rate. However, you will bear any
additional costs if you cannot obtain and occupy adequate housing in the time frames described
above.




CALCULATION AND PAYMENT




Calculations will be based upon your family size, expense projections for the new location, and the
elements of eligible expenses established by Computer Associates.




The applicable tax gross-up will be explained to you during the review with your Counselor of the
lump sum payment calculation. For more information please refer to the “Tax Information” section or
consult your Counselor.




Payment for the total lump sum amount will typically be in two equal installments:





	–   	The first portion will be paid to coincide as closely as possible with your house-hunting trip;
	 
	 –   	The second portion will be paid after your start date at your new office location.




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MISCELLANEOUS ALLOWANCE




This miscellaneous allowance is designed to assist in the various costs you experience to change
auto registrations, install new appliances, move any antiques or valuables which are not covered
under the shipment of household goods, or any other expense not specifically covered in some other
part of this policy. You will qualify for a miscellaneous allowance equal to your new monthly
salary up to a maximum of $25,000.




The miscellaneous allowance is taxable income and will generally be paid by CA in the next
available payroll cycle following your start date at your new office location based on CA’s payroll
cycles and processing dates.




SELLING YOUR HOME – Home Marketing Assistance and the Buyer Value Option (BVO) Program.




The objective of home marketing assistance is to help you realize the most value from the sale of
your home within a reasonable period of time, enabling you and your family to purchase a home in
your new location. In order to provide every opportunity for a sale to a third party, your home
must be actively marketed. If you have not entered into a contract to sell your home within 180
days after the initial Listing Agreement is signed, you will no longer be eligible for the BVO
program and you will only be entitled to direct reimbursement, as described below in “SELLING YOUR
HOME ON YOUR OWN”.




The services offered through the program will provide you with professional expertise and will
assist you in:





	•  	Selecting a qualified real estate broker
	 
	•  	Establishing a competitive list price based on competitive market analysis
	 
	•  	Developing marketing strategies to increase the likelihood of a rapid sale





The Process




Your Counselor will contact you to review your relocation benefits and answer your questions. Your
Counselor will also outline the information needed from you to ensure that the home selling process
proceeds quickly and smoothly.




After this conversation, your Counselor will send you an initiation package, including:





	•  	All required forms
	 
	•  	Information on preparing, listing, and selling your home
	 
	•  	Hints on home purchase in your destination location





Your Counselor will help you develop a home marketing strategy and work with you on any offers you
receive and, as indicated below, will help you select a qualified real estate broker.




IT IS IMPORTANT THAT YOU NOT INITIATE ANY WORK WITH A REAL ESTATE BROKER OR LIST YOUR HOME FOR SALE
WITHOUT FIRST SPEAKING TO YOUR COUNSELOR.




BVO Eligibility




The BVO program is available as a vehicle for the sale of your principal residence at the time you
are asked to relocate. This coverage is limited to a one- or two-family dwelling, condominium or
townhouse. You must have good and marketable title to the residence and the property must be in
saleable condition (all construction completed, eligible for lender financing, etc.)




Some properties are not eligible for the BVO program without special approval from Human Resources:





	•  	Multiple dwellings (more than two units)
	 
	•  	Homes with excessive acreage
	 
	•  	Farms
	 
	•  	Mobile homes




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	•  	Cooperative apartments
	 
	•  	Vacation homes
	 
	•  	Income or investment properties
	 
	•  	Vacant land
	 
	•  	Properties with hazardous substances that cannot be remedied





If you have any questions on program eligibility, please consult your Counselor.




The Broker Selection Process




During the selection process, we recommend that you interview the recommended brokers to assess
their ability to effectively market your home. Please advise them that you are considering using
their services and have been referred by WRRI. Some of the questions you might ask them to help you
in your selection process are:





	•  	Which locations and price ranges do you have the most experience with?
	 
	•  	How many similar homes have you sold in the last six months?
	 
	•  	How do you intend to market my home? (How many open houses will be scheduled? What is your advertising strategy?)





Once you have selected a broker, notify your Counselor. Remember — do not sign a Listing
Agreement until you have talked with your Counselor.




If you feel strongly about working with a real estate firm or a broker not recommended by WRRI,
please discuss this with your Counselor. The Counselor will then contact your broker to see if he
or she qualifies to participate in the BVO program explained below and explain to them various
aspects of this program, including the required “Listing Exclusion Clause”.




Listing Exclusion Clause




When it is time to sign a Listing Agreement with the broker a “Listing Exclusion Clause” must be
included in your Listing Agreement. Brokers are familiar with this type of clause when a homeowner
is participating in a relocation program.




The following Listing Exclusion Clause is required as part of your Listing Agreement with your
broker:





“It is understood and agreed that whether or not an offer is presented by a ready,
willing and able buyer, no commission or compensation shall be earned by or due and
payable to broker until the sale of the Property has been consummated between the
owner and buyer, the deed delivered to the buyer and the purchase price delivered to
the owner. The owner(s) reserves the right to sell this Property to Computer
Associates International, Inc. (“Computer Associates”) or to a home sale assistance
company acting on its behalf. Upon execution by Computer Associates or the home
sale assistance company and the owner(s) of a Contract of Sale with respect to the
Property, this Listing Agreement shall immediately terminate with no obligation on
owners’ part or on the part of Computer Associates or the home sale assistance
company either to pay a commission or to continue this listing.”



In addition, it is requested that the following paragraph also be included in your Listing
Agreement. It is intended to confirm the fact that your Counselor has referred you to the broker
providing assistance.





“In consideration of the placement of the referral, and/or the marketing and
corporate information provided by Weichert Relocation Resources, Inc. (“WRRI”) to
the listing broker, such broker agrees to pay WRRI a mutually agreed referral fee.
The listing broker authorizes the closing agent (WRRI’s title company or



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attorney) to deduct the referral fee from the commission monies due at the closing
and to pay same to WRRI directly.”



Disclosure




Real estate transactions are governed by laws and regulations designed to protect the interests of
both sellers and buyers. Every home seller has certain duties and obligations to a buyer,
including full disclosure of all pertinent information about the condition of the home and its
surroundings. In this regard, you can protect both yourself and Computer Associates from potential
litigation by the timely and thorough completion of all forms and documents pertaining to the
condition of your property. It is not the intent of the Company to relieve you of your duties and
obligations, including (but not limited to) completing all necessary repairs and full disclosure.




The Home Marketing Process




As explained above, your Counselor will discuss market strategies with your listing agent as soon
as you have executed a Listing Agreement. The Counselor will follow up on buyer and broker
comments, open house events, and showing activity, and will make recommendations on selling price
adjustments, advertising strategies, and terms/conditions.




When You Receive an Offer




If you receive a bona fide purchase offer on your home at any time, contact your Counselor
immediately. A “bona fide offer” is an offer from a ready, willing and able party not related to
you in any way.




DO NOT SIGN ANY SALES AGREEMENT OR ACCEPT ANY DOWN PAYMENT OR DEPOSIT WITHOUT FIRST SPEAKING TO
YOUR COUNSELOR.




Your Counselor will assist you in determining if the offer is in your best interest and whether the
terms are acceptable to all parties. To be acceptable, the sale cannot be contingent on the sale of
another property, and it should be scheduled to close within 90 days.




The Counselor will review any proposed sale agreement to ensure that it does not contain any
contingency and that its terms are consistent with local custom. The Counselor will also
pre-qualify your home and the potential buyer for financing. If all these are determined to be
satisfactory, the Counselor will send you a Contract of Sale in which WRRI offers to buy your home
at the agreed price (which will reflect any concessions to buyer) such as the payment of buyer’s
closing costs, buyer’s inspection costs, repairs, allowances, etc. (and any other adjustments).
Once you and WRRI have signed the Contract of Sale, the Listing Agreement with the broker will
terminate and you will have no obligation to pay a broker commission thereunder.




Once you have signed the Contract of Sale and you have vacated your home, you will receive your
final equity payment. The closing or settlement date of the sale will be the later of the date on
which you sign the Contract of Sale or the date on which you vacate the property. All adjustments
and pro rations will be made as of the settlement date.




During the period of time you remain in your home after acceptance of an offer, you are still
responsible for the care and maintenance of the home (including repairs) and for your mortgage
payments, taxes and insurance.




Closing the Sale and Receiving Your Equity




Upon receiving a clear title search, your Counselor will send you all the necessary closing
documents. By signing these documents, you will not be required to attend the closing. As
indicated above, the equity from the sale will be sent to you after your vacate date or the WRRI
contract acceptance date, whichever occurs last. An Employee in Band 5 or Z that is an executive
officer will not be eligible to receive an equity advance prior to the settlement date of the sale
of his or her home.




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SELLING YOUR HOME ON YOUR OWN




If you choose not to work with WRRI, or do not want to follow the special rules for the BVO
program, Computer Associates will reimburse your closing costs up to a maximum of 6% of the sale
price of your home. However, all reimbursements will be reported as income to you. You will be
responsible for all income taxes associated with the reimbursement of these costs, which can be a
substantial amount. Therefore, you are strongly encouraged to participate in the BVO program if at
all possible.




NEW RESIDENCE




The objective of the home finding counseling you will receive is to help you find an affordable
home as quickly as possible, and to settle into a new location with the least amount of
inconvenience and cost.




NEW HOME PURCHASE




If you currently own a home and wish to purchase a home in the new location, your Counselor will
assess your needs and develop a profile of your preferences for commuting, lifestyle, amenities,
schools, etc.




After initial counseling to assess your needs and preferences, an approved broker will assist you
in organizing an area orientation of suitable, affordable communities. This representative will
accompany you on your preview of specific homes that best meet your preferences. When you find the
right home, the Broker will assist you in preparing the Offer to Purchase, scheduling inspections
and planning your home purchase.




Building a new home is a personal decision; therefore, it is important to recognize the risks and
policy limitations associated with new construction. If you decide to build a home, you will be
responsible for additional costs directly resulting from this decision. The following points
illustrate costs that will not be reimbursed:





	•  	Extensions of temporary living due to construction delays
	 
	•  	Builder’s costs relative to construction loans; only one set of
eligible purchase closing costs will be considered for
reimbursement





You should evaluate the impact of the financial burden, equity risk and inconveniences associated
with your purchase decision. Furthermore, the following characteristics of the proposed new home
should be considered in making your final decision, since they may impact the long term value of
the home. Is the home:





	•  	Located in a residential community
	 
	•  	Located within an incorporated area
	 
	•  	Architecturally consistent with the neighborhood
	 
	•  	A resort or recreational property
	 
	•  	Consistent in property acreage within the neighborhood




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NEW HOME PURCHASE ASSISTANCE/MORTGAGE PROGRAMS




This section applies to you only if you currently own your principal residence and are purchasing a
home within twelve months of your effective start date at the new location. Computer Associates
will pay for some of the closing costs associated with purchasing your new home.




To assist you in obtaining a mortgage, we have agreements with WRRI and GMAC Mortgage Services
(GMAC) to provide special mortgage programs. Under these agreements, reimbursable closing costs
will be billed directly to Computer Associates. This eliminates the necessity of obtaining an
advance to pay closing costs and/or submitting relocation expense reports for reimbursement after
closing as discussed below under Mortgage Programs. Although you are under no obligation to use
these companies, you may find their approval and processing times are shorter than what might
otherwise be available and that you qualify for more financing under their flexible underwriting
guidelines and favorable reimbursement schedule. Your Mortgage Counselor will explain the following
programs to you:




Pre-Approval




The pre-approved process enables you to get an early start on the mortgage process. A mortgage
pre-qualification certificate is a useful tool for negotiating the purchase price of the new home.
Home sellers are often willing to make concessions to buyers if they know financing will not be a
problem.




Mortgage Programs




A variety of programs are available and WRRI or GMAC will help you select the right one. Once a
home is selected, WRRI will expedite the closing process by finalizing the mortgage/finance
process.




If you choose to work with WRRI or GMAC mortgage services, the following closing costs are eligible
for payment:





	•  	Loan Origination Fees, discount points or mortgage broker points, subject to a maximum of one point
	 
	•  	Title Insurance or fees for examination of title, as required by the lender
	 
	•  	Normal and customary escrow or closing fees charged by the title company and/or the lender to close the sale (Not
including items such as taxes and insurance that must be paid in advance into escrow accounts.)
	 
	•  	Normal and customary attorneys’ fees
	 
	•  	Normal and customary recording fees
	 
	•  	Assumption or transfer fees
	 
	•  	Mortgage application fees
	 
	•  	Appraisal and/or survey of the new home, if required by the lender
	 
	•  	Credit report charges





If you choose to use a lender other than WRRI or GMAC, you may request a cash advance of your
estimated closing costs, up to a maximum of $5,000. Your lender is required to give you a “good
faith estimate” well in advance of the closing. At least 10 days prior to your scheduled closing
date, you should advise the Company of your request for the advance and fax a copy of the “good
faith estimate” to your Counselor. To receive reimbursement for the balance of your closing costs,
you must complete and submit a Relocation Expense Report that itemizes each reimbursable expense,
along with a copy of the final closing statement.




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MOVING TO YOUR NEW LOCATION




Moving Your Household Goods




WRRI will handle arrangements for the movement of your household goods. Your Counselor will
discuss your options and help you select the right services to expedite a cost-effective move.
Computer Associates will be billed directly from the carrier for the cost of shipping your
household goods. The Company does not reimburse tips to movers. Additionally, an adult must be
present when your goods are packed and delivered.




Authorized Services




The Company will pay for the following services:





	•  	Normal packing and necessary materials
	 
	•  	Transportation of household goods to the new destination
	 
	•  	Normal appliance services, including wiring and plumbing modifications required within the house for
disconnection and reconnection of appliances
	 
	•  	Delivery to the new home. Weekend or holiday delivery should be avoided (will not be covered)
	 
	•  	Normal unpacking and removal of packing materials
	 
	•  	Storage for up to 60 days





The Company will not pay for the following services:





	•  	Exclusive use of the van, expedited service or extra drop off/pick up stops
	 
	•  	Housecleaning, maid, or debris removal service at either the old or new home
	 
	•  	Removal or installation of wall-to-wall carpeting, draperies and/or rods, electrical fixtures, water
softeners, or similar items
	 
	•  	Packing or transportation of boats, trailers, airplanes, household pets, plants, building materials,
wood, or any perishable item
	 
	•  	Disassembly or reassembly of children’s playhouses or swing sets, portable swimming pools,
waterbeds, utility sheds, fencing, or items of a similar nature





To the extent any of these services is required, the miscellaneous allowance may be available to
pay for that service.




Insuring Your Household Goods




The Company protects the full value of your shipment based on its weight. High value items must be
listed on a separate inventory form and are not covered by Computer Associates. The Company cannot
replace (nor will shippers agree to handle) high value items like securities, cash, art, heirlooms
or precious jewelry and, therefore, we recommend you pack and transport these items yourself.




Moving Your Vehicles




Arrangements for moving your automobiles will be handled by the same carrier who handles your
household goods or, in some cases, a dedicated automobile carrier. Computer Associates will pay
the cost of moving up to two automobiles, provided the distance of your move is greater than 500
miles.




If the distance of your move is less than 500 miles, your mileage (at the Company’s current mileage
reimbursement rates) for up to two vehicles will be reimbursed. Travel will be based on the most
direct route. If you require temporary living, you may ship one vehicle ahead of time rather than
renting a car for the entire period of temporary living.




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Final Move Expenses




The Company will reimburse you for actual travel and lodging expenses incurred for you, your
spouse, and family members (as applicable) for your final move to the new location. Reimbursable
expenses include:





	•  	Mileage (based on the current reimbursement rate) will be paid for
the most direct route for up to two vehicles unless you choose to
fly and/or ship your vehicles.
	 
	•  	If you are shipping your automobile(s), you will be reimbursed for
airfare for all family members at the coach class rate for one-way
tickets purchased at least seven days in advance.
	 
	•  	Per diem for meals and one night’s lodging.





WORKING SOLUTIONS – Work/Life & Referral Service




Whether across town or across country, Working Solutions offers comprehensive employee assistance
services to help the Company’s employees and their families cope with the stress of a move, ease
the transition into a new community and locate dependent care and resources in their area. Working
Solutions provides information and referrals to a variety of helpful resources to assist with the
move and to help you settle into the new community.




Access Working Solutions via phone at  —  —  (or  —   —  if you are hearing impaired) 24
hours a day.




Access Working Solutions via the Web as follows:





	 	1.  	Click the link for WorkLife from your corporate intranet or enter the URL:
	 
	 	2.  	Follow the on-screen instructions. When prompted for an access code, enter 11610. If
you have trouble logging in, contact the PeopleCall Center at —   —   —  .





TAX INFORMATION




As you might expect, your total income will look a little different because of your move. That is
because current tax law and Internal Revenue Service (IRS) regulations require that we report as
income all relocation expense reimbursement made to you or paid on your behalf. Therefore, the tax
effects of relocation transactions can only be determined on an individual basis. It is important
that you talk to a tax professional to find out how certain kinds of assistance may affect your own
tax situation. Keep in mind that Computer Associates will not reimburse tax preparation or tax
counseling expenses (although your miscellaneous allowance can at your discretion be applied to
these expenses).




All relocation expenses that Computer Associates pays on your behalf or directly to you are
reported to the Internal Revenue Service (IRS) as compensation, which will be included in your
gross annual income. The only exceptions are:





	•  	The expenses associated with shipment of your household goods.
	 
	•  	The travel and lodging (not meals) for you and your family during the final move.





These costs are considered “excludable from income” and will not be shown on your W-2 form.




Note: This includes expenses for the day you arrive. You can include any lodging expenses you had
in the area of your former home within one day after you could not live in your former home because
your furniture has been moved.




Based on IRS and state requirements, Computer Associates will include reimbursed relocation
expenses on your W-2 form in the year in which they are paid.




When you receive your W-2 form, you will also receive a statement detailing the relocation expenses
related to your move, including money paid to you to help offset tax liability from this additional
income. This is referred to as “tax gross-up”. The tax gross-up is also considered income, so in
the calculation of gross-up there is an adjustment to cover this additional tax liability.
Appropriate withholding for Federal,




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State, (local, Social Security, and/or Medicare) taxes will be made, and deposited with your
regular withholdings.




The tax gross-up calculation will be based on the following factors:





	•  	How many dependents you claim and your tax filing status (single, joint, etc.).
	 
	•  	Company compensation is only defined to include the annualized base salary and relocation
expenses. Any commission, bonus and stock options, etc. are excluded. We will not include
any spousal income (unless your spouse is also employed with Computer Associates), even if
you are filing jointly.
	 
	•  	The higher of the standard deduction or estimated itemized deduction of the respective
taxing authorities.
	 
	•  	Your destination state.





Note: You will be responsible for all local taxes applicable in either the departure or
destination location.
Nothing in this policy should be construed as providing, directly or indirectly, Income Tax advice.
For more information about moving expenses, we suggest that you obtain IRS Publication 521 “Moving
Expenses” and that you retain the services of a professional tax advisor /preparer.




The tax gross-ups to be provided by the Company for the various “relocation expense” items are
outlined below. The actual gross-up decision is based on the deductibility of the item according to
then current IRS tax laws.




	 	 	 	 	 
	Relocation Expense	 	Gross-Up	 	Tax Calculation
	Lump Sum Payment

	 	Yes
	 	At individual’s tax rate
	Final Move Meals

	 	Yes
	 	At individual’s tax rate
	Mileage Reimbursement

	 	Yes
	 	At individual’s tax rate
	Miscellaneous Allowance

	 	No
	 	Withhold federal, state and local taxes
	Final Move

Lodging/Transportation

	 	No
	 	None -not included in employee income
	Household
Goods Shipment & Storage up
To 30 days

	 	No
	 	None -not included in employee income
	30 days additional storage

	 	Yes
	 	At individual’s tax rate
	New Home Closing Costs

	 	Yes
	 	At individual’s tax rate (excl. origination
fee & points)
	Old Homesale Through WRRI

	 	No
	 	Most costs are not taxable to the
employee. Certain Seller costs are de
minimus and are included in employee’s
income. No gross-up is provided for
these amounts.
	Direct Reimbursement of Old
Home Selling Costs

	 	No
	 	Employee responsible for tax liability






13









 






COMPUTER ASSOCIATES INTERNATIONAL, INC.




RENTERS RELOCATION POLICY FOR BANDS 5 AND Z

(SENIOR EXECUTIVES)




The Company’s policies, procedures and practices, whether expressed here or elsewhere, whether
oral or written, are not intended to create any promise or contractual right of employment.




Employment with the Company is at will. This means that either you or the Company may terminate
the employment relationship at any time with or without cause and without prior notice. This
applies to privileges and benefits as well.




This relocation policy is subject to change by the Company in its sole discretion without prior
notice, to the extent permitted by applicable law.





 









 





11/01/04



COMPUTER ASSOCIATES INTERNATIONAL, INC.

RENTERS RELOCATION POLICY FOR BANDS 5 AND Z (SENIOR EXECUTIVES)




INTRODUCTION




Change offers challenges and opportunities. On behalf of all your colleagues here at Computer
Associates International, Inc. (Computer Associates or the Company), we want to thank you for your
willingness to make this change. We hope that it will lead to personal growth, further career
development, and prove mutually beneficial.




While there are many benefits available to you, you will be responsible for managing costs
associated with your move and you will be expected to keep relocation costs to a minimum.




Our goal is to provide our mobile employees and their families with the tools and assistance to
help them relocate in a timely and cost-effective manner.




It is our shared responsibility to communicate openly and honestly and to cooperate with one
another to ensure the highest level of motivation, morale and productivity during the relocation
process.




Furthermore, we are committed to ensuring that our service partners meet our requirements for
efficient, customer-oriented service delivery. These selected service partners will work with you
throughout your move and will be available to answer any questions that you have.




You will be asked to confirm receipt of this policy to ensure effective communication.




Best wishes to you and your family in your new location.




2









 






11/01/04


ELIGIBILITY




When relocating at Computer Associates’ request, you will be eligible for the relocation assistance
described in this policy if you are a full time employee or new hire in Band 5 or Z, your residence
at the point of origination is rented and your new principal place of work is at least 50 miles
farther than the old rented residence was from the old place of work (i.e., your commute has
increased more than 50 miles). The anticipated duration of your assignment must be at least one
year, and the relocation of your household is necessary to significantly reduce the problems of
commuting.




Certain relocation expenses for family members (spouses, partners and dependents) may also be
reimbursed, provided they reside with you in your permanent residence at origination.




If a family member currently living with you is also employed by the Company and will be employed
by the Company at the new location, all relocation assistance and expense reimbursements will be
offered and paid once.




MOVE ELIGIBILITY




To be eligible to qualify for relocation assistance, you must be able to complete your relocation
within one year of the start date of your new position. After this date you will forfeit
eligibility for certain benefits. You must also satisfy the distance requirement listed below. If
you do not think you will qualify in either case, contact your Counselor (as defined below)
immediately for further instructions.




	 	 	 	 	 
	1]

	 	Mileage from your old home to your new workplace:
	 	                    
	 
	2]

	 	Mileage from your old home to your old workplace:
	 	                    
	 
	3]

	 	Subtract line 2 from line 1:
	 	                    
	 
	 
	 	The result on line 3 must be equal
to or more than 50 miles.





YOUR RESPONSIBILITIES




Your cooperation throughout the transfer will help to ensure your move is accomplished with the
least inconvenience possible. In addition:





	•  	You should retain certain receipts and other documents to verify relocation expenses and support payments made to you
by Computer Associates under this policy.
	 
	•  	You are expected to comply with the time frames established for the various steps of your relocation, as described in
this policy.
	 
	•  	You must secure necessary approvals.
	 
	•  	You must prepare and submit all necessary expense reports in a timely manner.
	 
	•  	You must sign your Moving & Relocation Expense Repayment Agreement in the form provided by Human Resources.





At the conclusion of your move, we will solicit your sincere evaluation of the policy and services
made available to you.




3









 





11/01/04



HUMAN RESOURCES RESPONSIBILITIES




All relocation decisions relating to eligibility must be approved by Human Resources. Human
Resources will also make all initial authorizations for services to all service providers. Human
Resources has selected various service providers to assist with your relocation.




RELOCATION SERVICE COMPANY




Computer Associates has selected Weichert Relocation Resources, Inc. (WRRI) to assist you in moving
to the new location. A WRRI Relocation Counselor (Counselor) will be assigned as your liaison in
coordinating all aspects of your relocation. The Counselor’s primary objectives are to provide
quality service to you while cost-effectively helping us implement this policy.




FlashPoint




Your Counselor will also provide instructions for accessing FlashPoint, a customized and secure
private Internet site that provides you with “anytime” access through any Internet connection. From
your personalized FlashPoint homepage, you will be able to:




	 	 	 
	-

	 	Research destination communities
	 
	-

	 	Access helpful moving tips
	 
	-

	 	Query expense information
	 
	-

	 	Review benefit details






You can visit WRRI’s website at                for general information and when your Counselor
provides you with your PIN number, you will be able to access your own personal information.




LUMP SUM PAYMENTS




Many of the usual relocation expense areas will be handled via a lump sum payment. The lump sum
payment is designed to reduce record-keeping requirements for your expenses, simplify
administrative processes, and provide you with the maximum flexibility possible and the opportunity
to manage your own cash flow during your relocation. If your actual expenses are less than the
lump sum allowance, you may retain the unused portion. Conversely, if your expenses exceed the
lump sum allowance, you will be responsible for these costs.




The amount of your lump sum payment can be determined by looking at the chart to be provided by
your Counselor. The amount varies based on the various factors set forth below.




LUMP SUM COMPONENTS – The following components are included in the lump sum payment for which you
are eligible:





	1.  	One Rental Finding Trip
	 
	•  	Per diem for meals
	 
	•  	Lodging for four nights
	 
	•  	Mid-size rental car
	 
	•  	Round trip airline tickets for you and your spouse /partner based
upon a 14-day advance purchase or personal auto mileage. (The
distance between your old location and new location must be
greater than 250 miles to qualify for air transportation.)




4









 





11/01/04




	2.  	Temporary Living
	 
	•  	Lodging in corporate housing (or equivalent) for 30 days
	 
	•  	If lodging does not have kitchen facilities, a per diem for meals
will be factored into the lump sum calculation
	 
	•  	Mid-size rental car for 2 weeks
	 
	•  	Coach class airline ticket based on a 14-day advance purchase for
the employee only or mileage calculated at the Company-established
rate will be included.
	 
	•  	One return trip home for the employee only including a coach class
airline ticket based on a 14-day advance purchase





The allowance for temporary living is of limited duration and will require that you focus your
efforts to obtain a new residence quickly. Per diem rates are based on hotel costs in the new
location. If your personal situation requires a longer stay, then WRRI can assist you in finding
short-term furnished housing, often at a more attractive rate. However, you will bear any
additional costs if you cannot obtain and occupy adequate housing in the time frames described
above.




CALCULATION AND PAYMENT OF LUMP SUM




Calculations will be based upon your family size, expense projections for the new location, and the
elements of eligible expenses established by Computer Associates.




The applicable tax gross-up will be explained to you during the review with your Counselor of the
lump sum payment calculation. For more information, please refer to the “Tax Information” section
or consult your Counselor.




Payment for the total lump sum amount will typically be in two equal installments:





	•  	The first portion will be paid to coincide as closely as possible with your rental finding trip;
	 
	•  	The second portion will be paid after your start date at your new office location.





MISCELLANEOUS ALLOWANCE




This miscellaneous allowance is designed to assist in the various costs you experience to change
auto registrations, move any antiques or valuables which are not covered under the shipment of
household goods, or any other expense not specifically covered in some other part of this policy.
You will qualify for a miscellaneous allowance equal to half of your new monthly salary up to a
maximum of $12,000.




The miscellaneous allowance is taxable income and generally will be paid by CA in the next
available payroll cycle following your start date at your new office location based on CA’s payroll
cycles and processing dates.




RENTAL FINDING




If you wish to rent an apartment or home in the new location, your Counselor will assess your needs
and develop a profile of your preferences for commuting, lifestyle, amenities, schools, etc. After
initial counseling, an approved realtor, or apartment finding service, will be assigned to assist
you in organizing an area orientation of suitable, affordable communities. When you find the right
home, your Counselor will assist with any last minute details. In many areas it is customary to be
charged a rental finding fee by the realtor or apartment finding company. Computer Associates will
pay expenses for normal and customary rental finding fees in the new location.




5









 






11/01/04


When a lease is signed in the new location, a clause allowing you to terminate the lease if you are
transferred must be included.




A sample “Relocation Clause” may read as follows:




“If tenant(s) is (are) transferred by his/her/their employer to another location, this lease shall
be automatically terminated provided the tenant(s) give(s) the landlord at least 30 days’ notice.”




LEASE CANCELLATION




Computer Associates will pay expenses for terminating your lease in the departure location not to
exceed two (2) months’ rent. If the lease does not permit the employee to cancel and the landlord
has refused to permit the employee to terminate the lease, then the lease should be reviewed by
WRRI or its attorney to determine what, if any, action should be taken.




NEW HOME PURCHASE MORTGAGE PROGRAMS




Since you are renting at your present location, should you decide to purchase in the new location,
you are not entitled to any home purchase or equivalent relocation benefits. However, Computer
Associates can refer you to two national mortgage lenders, WRRI and GMAC Mortgage Services, who can
provide a variety of mortgage options at competitive rates. You may find their approval and
processing times are shorter than what might otherwise be available and that you qualify for more
financing under their flexible underwriting guidelines and favorable reimbursement schedule.




MOVING TO YOUR NEW LOCATION




Moving Your Household Goods




WRRI will handle arrangements for the movement of your household goods. Your Counselor will
discuss your options and help you select the right services to expedite a cost-effective move.
Computer Associates will be billed directly by the carrier for the cost of shipping your household
goods. The Company does not reimburse tips to movers. Additionally, an adult must be present when
your goods are packed and delivered.




Authorized Services




The Company will pay for the following services:





	•  	Normal packing and necessary materials
	 
	•  	Transportation of household goods to the new destination
	 
	•  	Normal appliance services, including wiring and plumbing modifications required within the house for
disconnection and reconnection of appliances
	 
	•  	Delivery to the new home. Weekend or holiday delivery should be avoided and will not be covered
	 
	•  	Normal unpacking and removal of packing materials
	 
	•  	Storage for up to 30 days





The Company will not pay for the following services:





	•  	Exclusive use of the van, expedited service or extra drop off/pick up stops
	 
	•  	Housecleaning, maid, or debris removal service at either the old or new home
	 
	•  	Removal or installation of wall-to-wall carpeting, draperies and/or rods, electrical fixtures, water
softeners, or similar items
	 
	•  	Packing or transportation of boats, trailers, airplanes, household pets, plants, building materials,
wood, or any perishable item
	 
	•  	Disassembly or reassembly of children’s playhouses or swing sets, portable swimming pools,
waterbeds, utility sheds, fencing, or items of a similar nature




6









 





11/01/04



To the extent any of these services is required, the miscellaneous allowance may be available to
pay for that service.




Insuring Your Household Goods




The Company protects the full value of your shipment based on its weight. High value items must be
listed on a separate inventory form and are not covered by Computer Associates. The Company cannot
replace (nor will shippers agree to handle) high value items like securities, cash, art, heirlooms
or precious jewelry and, therefore, we recommend you pack and transport these items yourself.




Moving Your Vehicles




Arrangements for moving your automobiles will be handled by the same carrier who handles your
household goods or, in some cases, a dedicated automobile carrier. Computer Associates will pay
the cost of moving up to two automobiles, provided the distance of your move is greater than 500
miles.




If the distance of your move is less than 500 miles, your mileage (at the current mileage
reimbursement rates) for up to two vehicles will be reimbursed. Travel will be based on the most
direct route.




Final Move Expenses




The Company will reimburse you for actual travel and lodging expenses incurred for you, your
spouse, and family members (as applicable) for your final move to the new location. Reimbursable
expenses include:





	•  	Mileage (based on the current reimbursement rate) will be paid for
the most direct route for one vehicle unless you choose to fly or
ship your vehicle.
	 
	•  	If you are shipping your automobile, you will be reimbursed for
airfare for all family members at the coach class rate for one-way
tickets purchased at least fourteen days in advance.
	 
	•  	Per diem for meals and one night’s lodging.





WORKING SOLUTIONS – Work/Life & Referral Service




Whether across town or across country, Working Solutions offers comprehensive employee assistance
services to help the Company’s employees and their families cope with the stress of a move, ease
the transition into a new community and locate dependent care and resources in their area. Working
Solutions provides information and referrals to a variety of helpful resources to assist with the
move and to help you settle into the new community.




Access Working Solutions via phone at —   —  (or  —   —  if you are hearing impaired) 24
hours a day.




Access Working Solutions via the Web as follows:





	 	1.  	Click the link for WorkLife from your corporate intranet or enter the URL:
	 
	 	2.  	Follow the on-screen instructions. When prompted for an access code, enter 11610. If
you have trouble logging in, contact the PeopleCall Center at —   —   —  .





TAX INFORMATION




As you might expect, your total income will look a little different because of your move. That is
because current tax law and Internal Revenue Service (IRS) regulations require that we report as
income all relocation expense reimbursement made to you, or paid on your behalf. Therefore, the
tax effects of relocation transactions can only be determined on an individual basis. It is
important that you talk to a tax professional to find out how certain kinds of assistance may
affect your own tax situation. Keep in mind that Computer Associates will not reimburse tax
preparation or tax counseling expenses (although your miscellaneous allowance can at your
discretion be applied to these expenses).




All relocation expenses that Computer Associates pays on your behalf or directly to you are

reported to the IRS as compensation, which will be included in your gross annual income. The only
exceptions are:




7









 






11/01/04



	•  	The expenses associated with shipment of your household goods.
	 
	•  	The travel and lodging (not meals) for you and your family during the final move.





These costs are considered “excludable from income” and will not be shown on your W-2 form.




Note: This includes expenses for the day you arrive. You can include any lodging expenses you had
in the area of your former home within one day after you could not live in your former home because
your furniture has been moved.




Based on IRS and state requirements, Computer Associates will include reimbursed relocation
expenses on your W-2 form in the year in which they are paid.




When you receive your W-2 form, you will also receive a statement detailing the relocation expenses
related to your move, including money paid to you to help offset tax liability from this additional
income. This is referred to as “tax gross-up”. The tax gross-up is also considered income, so in
the calculation of gross-up there is an adjustment to cover this additional tax liability.
Appropriate withholding for Federal, State, local, Social Security, and/or Medicare taxes will be
made, and deposited with your regular withholdings.




The tax gross-up calculation will be based on the following factors:





	•  	How many dependents you claim and your tax filing status (single, joint, etc.).
	 
	•  	Company compensation is only defined to include the annualized base salary and relocation expenses. Any commission,
bonus and stock options, etc. are excluded. We will not include any spousal income (unless your spouse is also
employed with Computer Associates), even if you are filing jointly.
	 
	•  	The higher of the standard deduction or estimated itemized deduction of the respective taxing authorities.
	 
	•  	Your destination state.





Note: You will be responsible for all local taxes applicable in either the departure or
destination location. Nothing in this policy should be construed as providing, directly or
indirectly, Income Tax advice. For more information about moving expenses, we suggest that you
obtain IRS Publication 521 “Moving Expenses” and that you retain the services of a professional tax
advisor /preparer.




The tax gross-ups to be provided by the Company for the various “relocation expense” items are
outlined below. The actual gross-up decision is based on the deductibility of the item according to
then current IRS tax laws.




	 	 	 	 	 
	Relocation Expense	 	Gross-Up	 	Tax Calculation
	Lump Sum Payment

	 	Yes
	 	At individual’s tax rate
	Rental Finding Fee

	 	Yes
	 	At individual’s tax rate
	Lease Cancellation Fee

	 	Yes
	 	At individual’s tax rate
	Final Move Meals

	 	Yes
	 	At individual’s tax rate
	Mileage Reimbursement

	 	Yes
	 	At individual’s tax rate
	Miscellaneous Allowance

	 	No
	 	Withhold federal, state and local taxes
	Final Move Lodging/Transportation

	 	No
	 	None -not included in employee income
	Household Goods Shipment & Storage up
To 30 days

	 	No
	 	None -not included in employee income






8









 











Moving & Relocation
Expense Repayment Agreement




Moving From Office: ____________________________                     To Office: ____________________________




I acknowledge receipt of Computer Associates International, Inc.’s (CA) Moving & Relocation
Expense Repayment Agreement and agree as follows:




1. I understand and agree that if my employment is terminated for cause or if I voluntarily
leave CA within two (2) years from my effective date of transfer, I will be required to repay the
moving and/or relocation expenses that CA pays to me or on my behalf in connection with my
relocation. The repayment that I will be required to make will be in accordance with the
following schedule:




     If I voluntarily terminate my employment or am discharged for cause at any time from the
signing of this Agreement through 12 full months following my effective date of transfer, I must
repay 100% of the moving expenses/costs paid by CA on my behalf;



     If I voluntarily terminate my employment or am discharged for cause at any time from 13
months after my effective date of transfer through 24 months after my effective date of transfer,
I must repay 50% of the moving expenses/costs paid by CA on my behalf;



     For purposes of this Agreement, termination “for cause” is defined as employment termination
for any of the following reasons: (1) dishonesty, including theft; (2) insubordination; (3) job
abandonment; (4) willful refusal to perform the employee’s job; (5) violation of the terms of the
Company’s Employment and Confidentiality Agreement; (6) violation of the Company’s policies on
discrimination, unlawful harassment or substance abuse; (7) violation of the Company’s Work
Rules; (8) violation of the Company’s Workplace Violence Policy; and, (9) excessive absenteeism.



2. I understand and agree that if CA does not terminate my employment for cause and I do not
voluntarily terminate my employment within two (2) years after the effective date of transfer, I
will not be required to repay any portion of the moving expenses/costs paid by CA on my behalf.




3. By signing this Agreement, and to the extent permitted by law, I hereby authorize CA to
deduct any repayment I may owe under this Agreement from any monies due to me, whether during my
employment or after the date of my employment termination.




I understand and agree that I will pay CA any amounts owing under this Agreement within 90 days
following my employment termination by sending a check or money order for the amount owed to CA’s
Senior Vice President of Human Resources. I further understand and agree that this Relocation
Agreement will be construed in accordance with the laws of the state of New York without regard
to New York’s conflict of laws principles.




	 	 	 
	Agreed and Accepted this
	 	 
	 
	 	 
	___day of ___20___

	 	

	

	 	Employee Name (Print)
	 
	 	 
	Computer Associates International, Inc.
	 	 
	 
	 	 
	by                                                  

	 	

	SVP Worldwide Human Resources

	 	Employee Signature