Hyatt Hotels Corporation Corporate Office Severance Plan



 Exhibit 10.48 
 HYATT HOTELS CORPORATION 
 CORPORATE OFFICE SEVERANCE PLAN 
 AND 
 SUMMARY PLAN DESCRIPTION 

  
  
  
 Effective July 28, 2009 







 HYATT HOTELS CORPORATION’S CORPORATE OFFICE SEVERANCE PLAN 
 AND 
 SUMMARY PLAN DESCRIPTION 

 Hyatt Hotels Corporation’s Corporate Office Severance Plan (the “Plan”) provides severance benefits to United States
based corporate employees of Hyatt Hotels Corporation or its subsidiaries and affiliates (the “Company”) in the event of involuntary termination of employment. This Plan does not apply to employees working for a Hyatt hotel or at an
office based outside the United States. 
 This Plan is designed to be an “employee welfare benefit plan,” as defined in
Section 3(1) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). This Plan is governed by ERISA and, to the extent applicable, the laws of the State of Delaware, without reference to the conflict of
law provisions thereof. 
 This document constitutes the official plan document and the required summary plan description under ERISA.

 I. ELIGIBILITY 
 You will become
entitled to benefits under the Plan if you are employed by the Company at the Corporate Office or designated Divisional Office as defined by the Company and are permanently laid off or terminated without Cause from employment with the Company. You
will not be eligible for benefits under the Plan if the Plan Administrator determines that your employment with the Company was terminated by reason of: (i) resignation, (ii) death, (iii) disability, or (iv) discharge for Cause.

 In addition, you will not be eligible for benefits under the Plan, if the Plan Administrator determines that you have been offered
employment by an Affiliated Employer at an annual base rate of pay or salary of no more than a 10% difference from your current salary with the Company to commence no more than 60 days following termination of employment with the Company, whether or
not you actually become an employee of such Affiliated Employer. 
 II. DEFINITIONS 
 “Affiliated Employer” shall mean any entity licensed by the Company to utilize the Hyatt Hotels & Resorts brand and which is
otherwise engaged in the hotel business, not including a franchisee of Hyatt where the owner and operator of the franchised hotel are unaffiliated with the Company. 
 “Cause” shall mean, whether or not such events are discovered or known by the Company at the time of your termination: engaging in illegal or unethical conduct which is or could reasonably be expected
to be injurious to the business reputation of the Company; misconduct in the performance of an employee’s duties, including, without limitation, an employee’s refusal to carry out any proper direction by the Company or his or her superior
officers; neglect of duties, including but not limited to submission of inferior work product; fraud, theft, embezzlement or comparable dishonest conduct; or any act that has or threatens to have a substantial adverse effect on the Company’s
reputation, revenue or profitability. The Plan 








 
Administrator shall have full and final authority, which shall be exercised in its reasonable discretion, to determine conclusively whether Cause exists
pursuant to the above definition. 
 “Plan Administrator” shall be the Board of Directors of the Company (the
“Board”) or such other individual(s) or committee as the Board may designate in writing from time to time, in the Board’s discretion. 
 “Week of Pay” shall mean the amount equal to (1) your gross base weekly rate of pay or salary (excluding overtime, bonuses, premium pay, shift differentials, auto allowance, employee benefits,
expense reimbursements, and similar amounts) at the time of termination, plus (2) the sum of all commissions paid during the year prior to the year of termination, divided by 52. If you are paid by the hour, your gross base weekly rate of pay
is your regular hourly rate multiplied by your scheduled hours per week. If you are a salaried employee your gross base weekly rate of pay is your annual salary divided by 52. 
 “Years of Service” shall mean your full years of employment with the Company in your most recent period of employment; employment with
an entity prior to its acquisition by the Company will not be taken into account except to the extent, if any, that the Company elects to do so in its sole discretion. Prorated benefits will not be paid for any fractional Year of Service. You will
be given credit for prior Years of Service if your break in service between periods of employment is less than one year. The period of the break in service will be deducted from your Years of Service total. 
 III. BENEFITS 
 Unless otherwise set forth in an
Agreement, if you become entitled to benefits under the Plan, subject to your execution of an effective release of claims against the Company, as provided in Section VI below, you will receive severance benefits (the “Severance
Benefits”) payable as provided in Section IV determined by the classification category under the following schedule applicable to your position: 
  

			
	 Position
	  	 Weeks of Pay/Severance Period

		
	Chairman and Chief Executive Officer of Hyatt Hotels Corporation	  	Seventy-eight (78) Weeks of Pay
		
	Executive Officers of Hyatt Hotels Corporation as defined by the Chief Executive Officer	  	Fifty-two (52) Weeks of Pay
		
	Vice President Level and Above	  	Two Weeks of Pay for each Year of Service with a minimum of twenty-six (26) Weeks of Pay and a maximum of fifty-two (52) Weeks of Pay
		
	Director or Manager Level	  	One Week of Pay for each Year of Service, with a minimum of twelve (12) Weeks of Pay and a maximum of twenty-six (26) Weeks of Pay
		
	Below Manager Level	  	One Week of Pay for each Year of Service, with a minimum of six (6) Weeks of Pay and a maximum of twelve (12) Weeks of Pay

  

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 Your position, “Years of Service” and “Week of Pay” amount will be determined as of
the effective date of your termination as maintained in the corporate human resources files. Your Severance Benefit will be paid over the same number of weeks as the number of Weeks of Pay which equal your Severance Benefit (the “Severance
Period”). 
 IV. Payment 
 Form of Payment. Your Severance Benefits will be paid in the form of weekly or biweekly payments, in a weekly rate equal to the amount of your Week of Pay (without interest), payable on what would have been your regularly
scheduled paydays for the Severance Period. If you die during the applicable period determined under Section III, your Severance Benefits will be paid to your estate. The Company may choose to pay your Severance Benefits in a lump sum at its sole
discretion; provided that the Company may not pay your Severance Benefits in a lump sum if it would violate Section 409A of the Internal Revenue Code. You will not be an employee of the Company during the Severance Period. 
 Time of Payment. Your Severance Benefits will commence as of the next regularly scheduled payroll of the Company after your Release noted
in Section VI below has become irrevocable and enforceable. 
 V. Additional Benefits 
 You may elect to buy COBRA continuation coverage for yourself, your spouse, and your covered dependents while eligible to do so. The regular COBRA
procedures and rules will apply, except that if you are eligible to receive Severance Benefits, then subject to Section VI, for the applicable Severance Period as an addition to the Severance Benefits payable under Section III, you will receive as
Severance Benefits an amount equal to the difference between the premiums charged for such COBRA continuation coverage and the amount you would have had to pay for similar coverage had your employment with the Company continued (the “Additional
Benefits”) for the Severance Period. You do not need to elect COBRA to receive the Additional Benefits. 
 VI. Release of Claims 
 You will not receive Severance Benefits or the Additional Benefits under the Plan, unless and until you execute and deliver to the Company, following
your termination, a confidential separation agreement and general release (the “Release”) of any and all claims relating to your employment with the Company and the termination of your employment with the Company and the Release
becomes irrevocable and enforceable. The Release must be satisfactory to the Company in form and substance, and you must deliver the executed Release to the Company within 50 days following your termination in the manner prescribed by the Company in
writing. 
 VII. Integration With Other Payments 
 Severance Benefits and Additional Benefits under the Plan are not intended to duplicate any other benefits such as workers’ compensation wage replacement benefits, disability benefits, pay-in-lieu-of-notice, severance pay, or similar
benefits under other benefit plans, severance programs, employment contracts, or applicable laws, such as the WARN Act. Should such other benefits be payable, your benefits under this Plan will be reduced accordingly or, alternatively, benefits
previously paid under this Plan will be treated as having been paid to satisfy such other 

  

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benefit obligations. In either case, the Plan Administrator, in its reasonable discretion, will determine how to apply this provision and may override other
provisions in this Plan in doing so. 
 VIII. Reemployment 
 If you are reemployed by the Company or an Affiliated Employer while benefits are still payable under the Plan, all such benefits will cease, except as otherwise specified by the Plan Administrator, in its reasonable
discretion. 
 IX. Taxes and Other Withholdings and Offsets. 
 Severance Benefits and Additional Benefits will be taxable to you, and will be subject to all required income, employment and other legally required withholdings. In addition, the Company may offset the Severance
Benefits and Additional Benefits by any amounts that you may owe the Company at the time the Severance Benefits and Additional Benefits are payable, including any premiums payable for health or other welfare benefits for the month in which your
employment is terminated; provided the Company may not offset any Severance Benefits or Additional Benefits if such offset would cause a violation of Code Section 409A. 
 X. OTHER IMPORTANT INFORMATION 
 Plan Administration. As the Plan Administrator, the
Board has full and sole discretionary authority to administer and interpret the Plan, including discretionary authority to determine eligibility for participation in and for benefits under the Plan, to determine the amount of benefits (if any)
payable per participant, and to any terms of this document. The Plan shall be interpreted in accordance with its terms and their intended meanings. However, the Plan Administrator and all Plan fiduciaries shall have the discretion to interpret or
construe ambiguous, unclear, or implied (but omitted) terms in any fashion they deem to be appropriate in their reasonable discretion, and to make any findings of fact needed in the administration of the Plan. The validity of any such
interpretation, construction, decision, or finding of fact shall not be given de novo review if challenged in court, by arbitration, or in any other forum, and shall be upheld unless clearly arbitrary or capricious. All determinations by the Plan
Administrator will be final and conclusive upon all persons and be given the maximum possible deference allowed by law. The Plan Administrator is the “named fiduciary” of the Plan for purposes of ERISA and will be subject to the fiduciary
standards of ERISA when acting in such capacity. The Board may delegate in writing to any other person all or a portion of its authority or responsibility with respect to the Plan. If, due to errors in drafting, any Plan provision does not
accurately reflect its intended meaning, as demonstrated by consistent interpretations or other evidence of intent, or as determined by the Plan Administrator in its reasonable discretion, the provision shall be considered ambiguous and shall be
interpreted by the Plan Administrator and all Plan fiduciaries in a fashion consistent with its intent, as determined in the reasonable discretion of the Plan Administrator. The Plan Administrator shall amend the Plan retroactively to cure any such
ambiguity. 
 Source of Benefits. The Plan is unfunded, and all severance benefits will be paid from the general assets of the
Company or its successor. No contributions are required under the Plan. 
 Claims Procedure. If you believe you are incorrectly
denied a benefit or are entitled to a greater benefit than the benefit you received under the Plan you may submit a signed, written application to the Plan Administrator. You will be notified in writing of the approval or denial of 

  

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this claim within ninety (90) days of the date that the Plan Administrator, receives the claim, unless special circumstances require an extension of
time for processing the claim. In the event an extension is necessary, you will be provided written notice prior to the end of the initial ninety (90) day period indicating the special circumstances requiring the extension and the date by which
the Plan Administrator, expects to notify you of approval or denial of the claim. In no event will an extension extend beyond ninety (90) days after the end of the initial ninety (90) day period. If your claim is denied, the written
notification will state specific reasons for the denial, make specific reference to the Plan provision(s) on which the denial is based, and provide a description of any material or information necessary for you to perfect the claim and why such
material or information is necessary. The written notification will also provide a description of the Plan’s review procedures and the applicable time limits, including a statement of your right to bring a civil suit under section 502(a) of
ERISA following denial of your claim on review. 
 You will have sixty (60) days from receipt of the written notification of the denial
of your claim to file a signed, written request for a full and fair review of the denial by a review panel which will be a named fiduciary of the Plan for purposes of such review. This request should include the reasons you are requesting a review
and may include facts supporting your request and any other relevant comments, documents, records and other information relating to your claim. Upon request and free of charge, you will be provided with reasonable access to, and copies of, all
documents, records and other information relevant to your claim, including any document, record or other information that was relied upon in, or submitted, considered or generated in the course of, denying your claim. A final, written determination
of your eligibility for benefits shall be made within sixty (60) days of receipt of your request for review, unless special circumstances require an extension of time for processing the claim, in which case you will be provided written notice
of the reasons for the delay within the initial sixty (60) day period and the date by which you should expect notification of approval or denial of your claim. This review will take into account all comments, documents, records and other
information submitted by you relating to your claim, whether or not submitted or considered in the initial review of your claim. In no event will an extension extend beyond sixty (60) days after the end of the initial sixty (60) day
period. If an extension is required because you fail to submit information that is necessary to decide your claim, the period for making the benefit determination on review will be tolled from the date the notice of extension is sent to you until
the date on which you respond to the request for additional information. If your claim is denied on review, the written notification will state specific reasons for the denial, make specific reference to the Plan provision(s) on which the denial is
based and state that you are entitled to receive upon request, and free of charge, reasonable access to, and copies of, all documents, records and other information relevant to your claim, including any document, record or other information that was
relied upon in, or submitted, considered or generated in the course of, denying your claim. The written notification will also include a statement of your right to bring an action under section 502(a) of ERISA. 
 If your claim is initially denied or is denied upon review, you are entitled to receive upon request, and free of charge, reasonable access to, and
copies of, any document, record or other information that demonstrates that (1) your claim was denied in accordance with the terms of the Plan, and (2) the provisions of the Plan have been consistently applied to similarly situated Plan
participants, if any. In pursuing any of your rights set forth in this section, your authorized representative may act on your behalf. 
  

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 If you do not receive notice within the time periods described above, whether on initial determination or
review, you may initiate a lawsuit under Section 502(a) of ERISA. 
 Plan Amendment or Termination. The Board reserves the
right to terminate or amend the Plan at any time, in whole or in part, and in any manner, and for any reason. Any termination or amendment of the Plan will be effective only after 60 days advance written notice to participants if such amendment or
termination would result in a reduction of benefits that participants would have otherwise been able to receive under the pre-amended Plan. 
 At-Will Employment. No provision of the Plan is intended to provide you with any right to continue as an employee with the Company or its subsidiaries, or in any other capacity, for any specific period of time, or otherwise
affect the right of the Company or its subsidiaries to terminate the employment or service of any individual at any time for any reason, with or without cause. 
 Section 409A of the Internal Revenue Code. This Plan is intended to provide severance benefits under ERISA. Notwithstanding anything to the contrary contained in this Plan, to the maximum extent
permitted by applicable law, Severance Benefits payable under this Plan shall be paid in reliance upon Treas. Reg. Section 1.409A-1(b)(9) (Separation Pay Plans) or Treas. Reg. Section 1.409A-1(b)(4) (Short-Term Deferrals). For this purpose
each installment payment shall be considered a separate and distinct installment payment. However, to the extent any such payments are treated as non-qualified deferred compensation subject to Section 409A of the Internal Revenue Code, then no
Severance Benefits shall be payable pursuant to this Plan unless your termination of employment constitutes a “separation from service” within the meaning of Treas. Reg. Section 1.409A-1(h). In addition, to the extent required to
comply with Section 409A Severance Benefits and Additional Benefits shall not be payable to any “specified employee” within the meaning of Section 409A until the date six months and one day following separation from service,
without interest thereon. In the event this Plan or any benefit paid under this Plan to a participant is deemed to be subject to Section 409A of the Internal Revenue Code, each participant consents to the Company’s adoption of such
conforming amendments as the Company deems advisable or necessary, in its sole discretion, to comply with Section 409A of the Internal Revenue Code, without reducing the amounts of any benefits due to a participant hereunder (excluding for this
purpose any decrease in the present value of the benefits). 
 Indemnification. The Company agrees to indemnify its officers
and employees and the members of the Board from all liabilities from their acts or omissions in connection with the administration, amendment or termination of the Plan, to the maximum extent permitted by applicable law. 
 Severability. If any provision of the Plan is held invalid or unenforceable, its invalidity or unenforceability will not affect any other
provision of the Plan, and the Plan will be construed and enforced as if such provision had not been included. 
 Headings.
Headings in this Plan document are for purposes of reference only and will not limit or otherwise affect the meaning hereof. 
 Defined
Terms. Defined Terms contained herein are intended for use in this Plan only and should not be utilized or relied upon for any other purpose. 
  

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 XI. STATEMENT OF ERISA RIGHTS 
 As a participant in the Plan you are entitled to certain rights and protections under ERISA. ERISA provides that all plan participants shall be entitled to: 
 Receive Information About Your Plan and Benefits 
 Examine, without charge, at the plan administrator’s office and at other specified locations, such as work sites, all documents governing the plan. 
 Obtain, upon written request to the plan administrator, copies of documents governing the operation of the plan. The administrator may make a reasonable
charge for the copies. 
 Prudent Actions by Plan Fiduciaries 
 In addition to creating rights for plan participants, ERISA imposes duties upon the people who are responsible for the operation of the employee benefit
plan. The people who operate your plan, called “fiduciaries” of the plan, have a duty to do so prudently and in the interest of you and other plan participants and beneficiaries. No one, including your employer or any other person, may
fire you or otherwise discriminate against you in any way to prevent you from obtaining a welfare benefit or exercising your rights under ERISA. 
 Enforce Your Rights 
 If your claim for a welfare benefit is denied or ignored, in whole or in part, you have a right
to know why this was done, to obtain copies of documents relating to the decision without charge, and to appeal any denial, all within certain time schedules. 
 Under ERISA, there are steps you can take to enforce the above rights. For instance, if you request a copy of plan documents and do not receive it within thirty (30) days, you may file suit in a Federal court. In
such a case, the court may require the plan administrator to provide the materials and pay you up to $110.00 a day until you receive the materials, unless the materials were not sent because of reasons beyond the control of the administrator. If you
have a claim for benefits which is denied or ignored, in whole or in part, you may file suit in a state or Federal court. If you are discriminated against for asserting your rights, you may seek assistance form the U.S. Department of Labor, or you
may file suit in a Federal court. The court will decide who should pay court costs and legal fees. If you are successful, the court may order the person you have sued to pay these costs and fees. If you lose, the court may order you to pay these
costs and fees, for example, if it finds your claim is frivolous. 
 Assistance With Your Questions 
 If you have any questions about your plan, you should contact the plan administrator. If you have any questions about this statement or about your rights
under ERISA, or if you need assistance in obtaining documents from the plan administrator, you should contact the nearest office of the Employee Benefits Security Administration, U.S. Department of Labor, listed in your telephone directory, or the
Division of Technical Assistance and Inquiries, Employee Benefits Security Administration, U.S. Department of Labor, 200 Constitution Avenue N.W., Washington, D.C. 20210. You may also obtain certain publications about your rights and
responsibilities under ERISA by calling the publications hotline of the Employee Benefits Security Administration. 
  

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 ADDITIONAL PLAN INFORMATION 
  

			
	 Name of Plan:
	  	Hyatt Hotels Corporation Corporate Office Severance Plan
		
	 Sponsor:
	  	Hyatt Hotels Corporation
		
	 Employer Identification Number:
	  	20-1480589
		
	 Plan Number:
	  	
		
	 Plan Year:
	  	Calendar year
		
	 Plan Administrator:
	  	 Board of Directors
 c/o Hyatt Hotels
Corporation
 71 S. Wacker Drive
 Chicago, Illinois
60606

		
	 Agent for Service of Legal Process:
	  	Plan Administrator, at the above address
		
	 Type of Plan:
	  	Employee Welfare Benefit Plan providing for severance benefits
		
	 Plan Costs:
	  	The cost of the Plan is paid by the Company
		
	 Type of Administration:
	  	Self-administration by the Plan Administrator

  

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