EXHIBIT 4.2

EXECUTION COPY

DECEMBER 11, 2015

THE NIELSEN COMPANY 401(k)

SAVINGS PLAN

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PLAN DOCUMENT

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Effective Date: January 1, 1988

Amended and Restated: December 29, 2015

THE NIELSEN COMPANY 401(K)

SAVINGS PLAN

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PLAN DOCUMENT

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Effective Date: January 1, 1988

Amended and Restated: December 29, 2015

TABLE OF CONTENTS

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THE NIELSEN COMPANY 401(K)

SAVINGS PLAN

Effective December 31, 2002, in accordance with Section 414(l) of the Code, the Business Media 401(k) Retirement Savings Plan, the SRDS Profit Sharing and Savings Plan, the Nielsen Media Research, Inc. Savings Plan, the ACNielsen Corporation Savings Plan and the ACNielsen BASES 401(k) Plan, individually and collectively described as the Merged Plans, were merged with and into the Plan and all of the assets were transferred to this Plan. This Plan became the surviving Plan. After the transfer, the trustee of the Plan became the trustee of all assets of the Merged Plans, including all the assets previously held in the Merged Plans.

VNU, Inc. amended and restated in its entirety its 401(k) plan covering the Employees of the Employer with respect to such Employees who actively perform at least one Hour of Service on or after January 1, 2003, except where different dates are indicated. Employees who do not actively perform an Hour of Service on or after January 1, 2003 were covered by the provisions of the Plan (or the applicable Merged Plan, as the case may be) prior to amendment and restatement unless the context clearly indicates otherwise or an earlier effective date is given.

On December 31, 2005 the Plan spun-out, with the exception of any Employee of Scarborough Research, all active Hourly Employees and identifiable terminated vested Hourly Employees into the VNU Savings Plan. Effective January 1, 2006, VNU, Inc. amended and restated in its entirety its 401(k) Plan covering the Employees of the Employer with respect to such Employees who actively performed an Hour of Service on or after January 1, 2006. Employees who did not actively perform an Hour of Service on or after January 1, 2006 were covered by the provisions of the Plan prior to amendment and restatement unless the context clearly indicates otherwise or an earlier effective date is given.

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Effective January 1, 2007, VNU, Inc. amended and restated in its entirety this 401(k) Plan covering the Employees of the Employer who actively perform an Hour of Service on after January 1, 2007. Employees who do not actively perform an Hour of Service on or after January 1, 2007 will be covered by the provisions of the 401(k) Plan prior to amendment and restatement unless the context clearly indicates otherwise or an earlier effective date is given.

Effective January 23, 2007, the Plan was renamed The Nielsen Company 401(k) Savings Plan.

Effective January 1, 2010, TNC (US) Holdings, Inc. amended and restated in its entirety this 401(k) Plan covering the Employees of the Employer who actively perform an Hour of Service on or after January 1, 2010 except where different dates are indicated. Employees who do not actively perform an Hour of Service on or after January 1, 2010 will be covered by the provisions of the 401(k) Plan prior to amendment and restatement unless the context clearly indicates otherwise or an earlier effective date is given.

Effective January 1, 2012, TNC (US) Holdings, Inc. amended and restated in its entirety this 401(k) Plan covering the Employees of the Employer who actively perform an Hour of Service on or after January 1, 2012 except where different dates are indicated. Employees who do not actively perform an Hour of Service on or after January 1, 2012 will be covered by the provisions of the 401(k) Plan prior to amendment and restatement unless the context clearly indicates otherwise or an earlier effective date is given.

On December 29, 2015, The Nielsen Company Savings Plan will merge into this 401(k) Plan. In order to provide for this merger effective December 29, 2015, TNC (US) Holdings, Inc. hereby amends and restates in its entirety this 401(k) Plan covering the Employees of the Employer who actively perform an Hour of Service on or after December 29, 2015 except where different dates are indicated. Employees who do not actively perform an Hour of Service on or

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after December 29, 2015 will be covered by the provisions of the 401(k) Plan prior to amendment and restatement unless the context clearly indicates otherwise or an earlier effective date is given.

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ARTICLE I

NAME, EFFECTIVE DATE AND PURPOSE

Section 1.01 – Name

The name of the Plan is the “The Nielsen Company 401(k) Savings Plan,” hereinafter referred to as the “Plan.”

Section 1.02 – Effective Date

The original effective date of the Plan is January 1, 1988. The effective date of this restatement is December 29, 2015.

Section 1.03 – Purpose

The purpose of the Plan is to establish a systematic tax-qualified program for encouraging savings by eligible Employees of the Employer in order to provide for future contingencies and/or as a supplemental source of retirement income.

Section 1.04 – Type of Plan

This Plan is intended to qualify as a profit sharing plan under Section 401(a) of the Code and includes a salary reduction feature intended to comply with the requirements of Section 401(k) of the Code, an Employer matching feature and Employee after-tax feature that are intended to comply with the requirements of Section 401(m) of the Code, a Roth contribution feature intended to comply with Section 402A of the Code, a Roth Catch-up Contribution feature that is intended to comply with Sections 402A and 414(v) of the Code and a Catch-up Contribution feature that is intended to comply with Section 414(v) of the Code.

With the participation of Scarborough Research as of January 1, 1995, this Plan became a multiple employer plan as described in Section 413(c) of the Code.

With the acquisition of Arbitron, Inc. (now Nielsen Audio, Inc.) by the ACNielsen Corporation on September 30, 2013, TNC (US) Holdings, Inc. owns one hundred present (100%)

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of Scarborough Research. Scarborough Research shall participate in the Plan as part of the TNC (US) Holdings, Inc. controlled group and not as a separate adopting employer. As other multiple employers are presently participating in the Plan, the Plan shall continue its status as a multiple employer Plan under Section 413(c) of the Code.

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ARTICLE II

DEFINITIONS

The following words or phrases whenever used in this Plan shall have the following meanings unless the context clearly demands otherwise:

Section 2.01 – Account or Participant’s Account

Shall mean the sum of all the Participant’s individual Sub Accounts, including earnings and losses thereon, plus the balance of any outstanding loans.

Section 2.02 – Additional Employer Contribution

Shall mean the amount contributed by the Employer, effective September 1, 2006, pursuant to Section 4.01(g).

Section 2.03 – Adjustment Factor

Shall mean the cost-of-living adjustment factor prescribed by the Secretary of the Treasury under Section 415(d) of the Code for years beginning after December 31, 1987, as applied to such items and in such manner as the Secretary shall provide.

Section 2.04 – Affiliated Employer

Shall mean any corporation which is a member of a controlled group of corporations (as defined in Section 414(b) of the Code) which includes the Employer; any trade or business (whether or not incorporated) which is under common control (as defined in Section 414(c) of the Code) with the Employer; any organization (whether or not incorporated) which is a member of an affiliated service group (as defined in Section 414(m) of the Code) and which includes the Employer; and any other entity required to be aggregated with the Employer pursuant to regulations under Section 414(o) of the Code.

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Section 2.05 – Annuity Starting Date

Shall mean the first day of the first period for which an amount is payable as an annuity or, in the case of a benefit not payable in the form of an annuity, the first day on which all events have occurred which entitle the Participant to such benefit.

Section 2.06 – Appropriate Request

Shall mean a request by a Participant in the form and manner provided by the Sponsoring Employer that is appropriate for the intended purpose. If the Sponsoring Employer and the Plan’s recordkeeper so agree, an Appropriate Request may be executed over the telephone or internet. To constitute an Appropriate Request, such request must be completed correctly and, if required to be in writing, duly executed and delivered to the Sponsoring Employer or its designated representative.

Section 2.07 – Beneficiary

Shall mean the Beneficiary or Beneficiaries entitled to any benefits under a Participant’s Account, as described in Section 9.01, upon the death of a Participant or a Beneficiary.

Section 2.08 – Board

Shall mean the Board of Directors of the Sponsoring Employer, except that any action authorized to be taken by the Board hereunder may also be taken by a duly authorized committee of the Board or the duly authorized delegees of such duly authorized committee.

Section 2.09 – Catch-up Contribution Election

Shall mean an Appropriate Request designating the amount by which the Participant’s Compensation shall be reduced in accordance with Section 4.01(e) of the Plan.

Section 2.10 – Catch-up Contributions

Shall mean the amount contributed to the Plan pursuant to Section 4.01(e).

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Section 2.11 – Code

Shall mean the Internal Revenue Code of 1986, as amended from time to time.

Section 2.12 – Compensation

Shall mean only the following items of compensation paid to an Employee by the Employer through the last day of active employment as recorded on the Employer’s payroll system for a Plan Year: base salary, quarterly bonuses, annual bonuses, commissions, overtime pay and shift pay, plus any amount which is contributed by the Employer pursuant to a salary reduction agreement and which is not includable in the gross income of the Employee under Sections 125, 132(f) and 401(k) of the Code. Effective for Compensation earned by a Participant on or after January 1, 2009, Compensation shall include differential pay as provided to a Participant performing qualified military service in accordance with Section 414(u) of the Code. Effective with that date, differential pay as described in Section 414(u) of the Code shall count for applicable statutory limitations under the Code. The following shall be illustrative but not all encompassing of items of compensation excluded from the definition of Compensation:

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For purposes of Sections 4.02, 6.03, and Section 6.06, Compensation shall be considered for the period an Employee is eligible to participate in the Plan without regard to Section 10.02.

This Plan shall not consider a Participant’s Compensation for any Plan Year in excess of the Section 401(a)(17) Limitation.

Notwithstanding the above paragraph in determining the amount of Compensation Reduction Contribution and Catch-up Contributions that may be made on behalf of a Participant for a Plan Year, the total amount of Compensation to which the percentage reduction elected by the Participant in his Compensation Reduction Contribution election form is applied shall not be limited to the amount permitted under Section 401(a)(17) of the Code. However, the contributions determined individually for Compensation Reduction Contributions and Catch-up Contributions made for a Plan Year on behalf of a Participant shall not exceed the product of the maximum deferral percentage of 50% multiplied by the amount permitted under the Section 401(a)(17) Limitation for that Plan Year and shall be subject to the maximum contribution limits of Section 402(g) and 414(v) of the Code.

In determining the amount of Employer Matching Contributions, if any, that may be made on behalf of a Participant for a Plan Year, the total amount of Compensation to which a percentage limit on Employer Matching Contributions is applied shall not be limited to the amount permitted under Section 401(a)(17) of the Code. However, the total Employer Matching

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Contributions made for a Plan Year on behalf of a Participant shall not exceed the product of the matching percentage determined pursuant to Section 4.02 multiplied by the percentage limit in Section 4.02(b) multiplied by the amount permitted under the Section 401(a)(17) Limitation for that Plan Year. For example, if a Participant had a matching percentage of 50% under Section 4.02(b) for a Plan Year, a 6% Employer Matching Contribution limit and the Section 401(a)(17) Limitation for the Plan Year was $250,000, then the maximum amount of Employer Matching Contributions that may be made on behalf of that Participant for that Plan Year shall be $7,500 (i.e. 50% x 6% x $250,000).

Section 2.13 – Compensation Reduction Contribution Election

Shall mean an Appropriate Request designating the amount by which a Participant’s Compensation shall be deducted in accordance with Section 4.02(a) of the Plan.

Section 2.14 – Compensation Reduction Contributions

Shall mean the amount contributed pre-tax to the Plan pursuant to Section 4.01(a).

Section 2.15 – Date of Employment

Shall mean the first date on which an Employee performs an Hour of Service for the Employer.

Section 2.16 – Disability

Shall mean a physical or mental condition of a Participant which will qualify him for either benefits under his Employer’s long-term disability plan or Social Security disability benefits.

Section 2.17 – Eligibility Computation Period

Shall mean the twelve (12) consecutive month period beginning on the Participant’s Date of Employment and each anniversary thereof, provided however, that if the Employee is not credited with 1,000 or more Hours of Service in the initial period, the Eligibility Computation

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Period shall be the Plan Year beginning with the Plan Year beginning in the initial Eligibility Computation Period and each Plan Year thereafter.

Section 2.18 – Employee

Shall mean any person who is receiving compensation for personal services rendered in the employment of the Employer and shall include Leased Employees within the meaning of Section 414(n)(2) of the Code. Notwithstanding the foregoing, if such Leased Employees constitute less than twenty percent of the Employer’s non-highly compensated work force within the meaning of Section 414(n)(1)(C)(ii) of the Code, the term Employee shall not include those Leased Employees covered by a plan described in Section 414(n)(5)(B) of the Code. Employee shall not mean any person designated as an independent contractor by the Employer.

Section 2.19 – Employee After-tax Contributions

Shall mean the amount contributed to the Plan pursuant to Section 4.01(f).

Section 2.20 – Employer

Shall mean TNC (US) Holdings, Inc., any Affiliated Employer and any employer who is not an Affiliated Employer, but who is owned in part by the Sponsoring Employer or an Affiliated Employer which, with the approval of the Board of Directors of the Sponsoring Employer and subject to such consideration as the Board of Directors may impose, adopts this Plan and any successor or successors of any of these entities by merger, purchase or otherwise which shall adopt this Plan. The Nielsen Company Administrative Committee may approve the adoption of the Plan by an Affiliated Employer, a joint venture or an entity that was previously owned by the Employer or an Affiliated Employer.

In determining Hours of Service for purposes of determining an Employee’s eligibility to participate under the Plan, for vesting of benefits, in determining whether the Plan is Top-Heavy under Section 416 of the Code, in determining highly compensated employees under Section

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414(q) of the Code, and in determining the limitation on annual additions under Section 415 of the Code, the term Employer shall include any Affiliated Employer. For all purposes under the Plan, an entity shall be included in the definition of Employer only during those periods when it was required to be classified as an Affiliated Employer under the Code unless it is treated differently by explicit reference elsewhere in the Plan. In applying the limitations of Section 415 of the Code, the definition of Affiliated Employer (and accordingly the definition of Employer) shall be modified by Section 415(h) of the Code.

In determining Hours of Service for purposes of determining an Employee’s eligibility to participate under the Plan and for vesting of benefits, the term Employer shall include any Employer who has adopted the Plan and who is not the Sponsoring Employer or an Affiliated Employer.

Section 2.21 – Employer Contributions Withdrawal Account

Shall mean only employer matching contributions (including ESOP contributions), and any employer contributions transferred from the Profit Participation Plan of The Dun and Bradstreet Corporation to a Merged Plan and any earnings thereon all of which were transferred to this Plan as a result of the merger on December 31, 2002 and which may be withdrawn in accordance with Section 10.06.

Section 2.22 – Employer Matching Contributions

Shall mean the amount contributed by the Employer pursuant to Section 4.01(b).

Section 2.23 – Employer Profit Sharing Contribution

Shall mean contributions made in accordance with Section 4.01(c).

Section 2.24 – Employment Year

Shall mean a twelve (12) month period commencing with the Employee’s most recent Date of Employment with the Employer or any anniversary thereof.

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Section 2.25 – Entry Date

Shall have the following meaning:

Section 2.26 – ERISA

Shall mean the Employee Retirement Income Security Act of 1974, as amended from time to time.

Section 2.27 – Excess Aggregate Contribution

Shall mean with respect to any Plan Year the excess of the aggregate amount of Employer Matching Contributions and Employee After-tax Contributions actually made on behalf of Highly Compensated Employees for such Plan Year, over the maximum amount of such contributions permitted under the limitations of Section 6.06 of the Plan determined by reducing Employer Matching Contributions and Employee After-tax Contributions pursuant to Section 6.08(b) of the Plan.

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Section 2.28 – Excess Compensation Reduction Contribution

Shall mean the excess of an individual’s Compensation Reduction Contributions and/or Roth Contributions which exceeds the applicable limit under Section 402(g)(1) of the Code for the taxable year.

Section 2.29 – Excess Contribution

Shall mean with respect to any Plan Year the excess of the aggregate amount of Compensation Reduction Contributions and/or Roth Contributions actually made on behalf of Highly Compensated Employees for such Plan Year, over the maximum amount of such contributions permitted under the limitations of Section 6.03 of the Plan determined by reducing Compensation Reduction Contributions and/or Roth Contributions pursuant to Section 6.05(b) of the Plan.

Section 2.30 – Fiduciary

Shall mean any person who: (a) exercises any discretionary authority or discretionary control respecting management of the Plan or exercises any authority or control respecting management or disposition of its assets; (b) renders investment advice for a fee or other compensation, direct or indirect, with respect to any moneys or other property of the Plan or has any authority or responsibility to do so; or (c) has any discretionary authority or discretionary responsibility in the administration of the Plan.

Section 2.31 – Fiscal Year

Shall mean the twelve (12) month period commencing January 1 and ending on the following December 31.

Section 2.32 – Forfeiture

Shall mean that portion of a Participant’s Account that is not Vested, and occurs on the earlier of:

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Section 2.33 – Former Participant

Shall mean a person who has been a Participant but who ceased to be a Participant for any reason

Section 2.34 – Full-time Employee

Shall mean an Employee who is scheduled to work on a full-time basis determined by the standards established by the locations at which the Employee is employed.

Section 2.35 – Highly Compensated Employee

Shall mean an Employee who is (a) a five percent (5%) owner (as described in Section 416(i)(l)(B) of the Code) in either the current Plan Year or prior Plan Year, or (b) received Testing Compensation from the Employer in excess of $110,000, as indexed pursuant to Section 414(q)(l)(B) of the Code, in the prior Plan Year. The Employer elects that the group of Employees determined to be Highly Compensated Employees be limited to the top paid group.

For purposes of this section, the top paid group shall mean the top twenty percent (20%) of Employees who performed services for the Employer during the applicable year, ranked according to the amount of Compensation received from the Employer during such year. For purposes of determining the top paid group, if applicable, the following Employees should be excluded:

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Section 2.36 – Hour or Hour of Service

For purposes of computing Hours for eligibility to participate in the Plan, shall mean each Hour for which an Employee is directly or indirectly paid, or entitled to payment, by the Employer for the performance of duties or for reasons other than for the performance of duties for the Plan Years or periods in which the duties were or would have otherwise been performed, including each hour for which back pay, irrespective of mitigation of damages, has been awarded or agreed to by the Employer, computed for the Plan Years or periods to which the award or agreement pertains. The foregoing notwithstanding, Hours of Service to be credited to an Employee with respect to a pay period of no more than thirty-one (31) days will be credited to the Plan Year in which payment with respect to such period is made. Hours shall not be credited on account of any period during which an Employee does not perform any duties and receives payment solely for purposes of complying with unemployment compensation, Workers’ Compensation, or disability insurance laws. Hours shall be computed in accordance with the Department of Labor Regulation §2530.200b-2(b) and (c).

For purposes of determining whether a Break in Service has occurred for eligibility purposes, an individual must be credited with service up to a total of 501 Hours for certain periods of absence from work commencing on or after January 1, 1985. This rule applies to an individual who is absent from work for maternity or paternity reasons as follows:

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The Hours of Service required to be credited under this provision must be credited only: (i) in the Plan Year in which the absence begins for one of the permitted reasons if the crediting is necessary to prevent a Break in Service in that year or if the Employee already has 501 Hours in such year; or (ii) in the following Plan Year. If the absence from work is not an approved leave of absence, credit will not be granted during such absence unless the Employee informs the Employer on a timely basis that the leave was taken for one of the permitted reasons listed above.

For purposes of eligibility, a Break in Service shall mean an Eligibility Computation Period during which the Employee failed to receive credit for more than 500 Hours.

To the extent required by Federal law, if an Employee leaves the employ of the Employer to enter the military service of the United States and, upon his release from service, is reemployed by the Employer at a time when his reemployment rights are protected by Federal law, the Employee shall be considered to have been employed by the Employer during his period of military service and shall be credited with an Hour for each hour during which he would have performed work for the Employer but for his military service.

To the extent required by Federal Law, an approved leave of absence under the Family and Medical Leave Act of 1993 will not cause a Participant to have a Break in Service.

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For purposes of computing Hours for purposes of vesting in the Plan, shall mean each Hour for which an Employee is directly or indirectly paid or entitled to payment for the performance of duties for an Employer (as defined in Section 29 CFR 2530.200b-1 or such other regulations as may be issued by the Department of Labor).

An exempt Salaried Employee of the Employer will receive one hundred ninety (190) Hours of Service for each month for which he is credited with one (1) Hour of Service.

An Employee of The Arbitron Company who becomes an Employee of Scarborough Research shall have his Hours of Service with The Arbitron Company count as Hours of Service and Periods of Service for all purposes under this Plan.

Hours of Service with Scarborough Research, National Consumer Panel, LLC and NC Ventures, LLC will count as Hours of Service under the Plan.

Section 2.37 – Hourly Employee

Shall mean an Employee who is compensated on an hourly basis.

Section 2.38 – In-plan Roth Rollover Conversion Account

Shall mean a Sub Account established pursuant to Section 11.03 of the Plan.

Section 2.39 – Investment Committee

Shall mean the Investment Committee appointed from time to time by TNC (US) Holdings, Inc.

Section 2.40 – Investment Funds

Shall mean the funds as described in Section 5.06.

Section 2.41 – Leased Employee

Shall mean any person who provides services to the Employer if:

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Service as a Leased Employee shall count as service for purposes of eligibility and vesting under the Plan.

Section 2.42 – Limitation Year

Shall mean the Plan Year.

Section 2.43 – Married Participant

Shall mean a Participant who is lawfully married.

Section 2.44 – Merged Plan

Shall mean the Business Media 401(k) Retirement Savings Plan, the SRDS Profit Sharing and Savings Plan, the Nielsen Media Research, Inc. Savings Plan, the ACNielsen Corporation Savings Plan and the ACNielsen BASES 401(k) Plan, all of which were merged into this Plan on December 31, 2002.

Section 2.45 – Nielsen Company Stock

Shall mean common stock of Nielsen Holdings plc, par value €.07 per share, or such other par value which may result from a change in the capitalization of Nielsen Holdings plc

Section 2.46 – Nielsen Company Stock Fund

Shall mean an Investment Fund established under the Plan which shall be invested exclusively in Nielsen Company Stock.

Section 2.47 – Non-highly Compensated Employee

Shall mean an Employee who is not a Highly Compensated Employee.

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Section 2.48 – Normal Retirement Age

Shall mean a Participant’s sixty-fifth (65th) birthday. An Employee shall be one hundred percent (100%) Vested in his Participant Account upon attainment of his Normal Retirement Age.

Section 2.49 – One-Year Period of Severance

Shall mean a twelve (12) consecutive month period beginning on a Severance From Service Date and ending on the first anniversary of such date, provided the Employee is not credited with an Hour of Service for the performance of duties for an Employer during such period.

Section 2.50 – Participant

Shall mean any Employee who becomes a Participant pursuant to Article III and continues to be entitled to any benefits under the Plan.

Section 2.51 – Participant’s Rollover Account

Shall mean a Sub Account established pursuant to Section 11.01 of the Plan.

Section 2.52 – Part-time Employee

Shall mean an Employee who is not a Full-time Employee.

Section 2.53 – Performance Based Matching Contributions

Shall mean the amount contributed by the Employer pursuant to Section 4.01(j).

Section 2.54 – Period of Service

Shall mean a Period of Service commencing on an Employee’s Date of Employment or Reemployment Commencement Date, whichever is applicable, and ending on his Severance From Service Date. All Periods of Service shall be aggregated on a uniform and consistent basis.

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If an Employee severs from service by reason of a quit, discharge, or retirement and the Employee then performs an Hour of Service within twelve (12) months of the Severance From Service Date, then such period of severance shall be taken into account for purposes of vesting.

Notwithstanding the preceding paragraph of this section, if an Employee severs from service by reason of a quit, discharge, or retirement during an absence from service of twelve (12) months or less (such absence being for any reason other than a quit, discharge, retirement, or death), and if such Employee then performs an Hour of Service within twelve (12) months of the date on which the Employee was first absent from service, then such Period of Severance shall be taken into account for purposes of vesting.

Service with Scarborough Research, National Consumer Panel, LLC and NC Ventures, LLC shall be treated as Periods of Service with an Affiliated Employer.

An Employee’s service with an entity listed below prior to its acquisition by the Employer shall be treated as Periods of Service under the Plan:

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Section 2.55 – Period of Severance

The period of time commencing on an Employee’s Severance From Service Date and ending on the date on which the Employee again performs an Hour of Service for an Employer.

Section 2.56 – Plan

Shall mean The Nielsen Company 401(k) Savings Plan.

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Section 2.57 – Plan Administrator

Shall mean the individual or entity designated in Section 15.01 of the Plan.

Section 2.58 – Plan Year

Shall mean the twelve (12) month period commencing January 1 and ending on the following December 31.

Section 2.59 – Qualified Employer Profit Sharing Contribution

Shall mean a contribution made in accordance with Section 4.01(d); allocated pursuant to Section 4.02(d); subject to the vesting rules of Section 7.01; subject to the withdrawal rules of Section 10.01; and meeting the conditions of Treasury Regulations Section 1.401(k)-1(b)(5).

Section 2.60 – Re-Employment Commencement Date

Shall mean the first day following a One-Year Period of Severance in which an Employee is credited with an Hour of Service for the performance of duties for an Employer.

Section 2.61 – Rollover Contributions

Shall mean contributions made to the Plan in accordance with Article XI of the Plan.

Section 2.62 – Roth Catch-up Contribution

Shall mean the amount contributed to the Plan pursuant to Section 4.02(i) of the Plan.

Section 2.63 – Roth Catch-up Contribution Election

Shall mean an Appropriate Request designating the amount by which the Participant’s Compensation shall be deducted in accordance with Section 4.01(i) of the Plan.

Section 2.64 – Roth Contribution Election

Shall mean a written direction, in the form prescribed by the Administrator, designating the amount by which the Participant’s Compensation shall be deducted in accordance with Section 4.01(h) of the Plan.

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Section 2.65 – Roth Contributions

Shall mean the amount contributed to the Plan pursuant to Section 4.02(h) of the Plan.

Section 2.66 – Salaried Employee

Shall mean an Employee who receives a salary and is not compensated on an hourly or piece work basis.

Section 2.67 – Section 401(a)(17) Limitation

Shall mean for the Plan Years beginning after December 31, 2011, $250,000 as indexed by Section 401(a)(17)(B) of the Code.

Section 2.68 – Severance From Service Date

Shall mean the earlier of:

For a Participant who is absent from service on account of pregnancy, the birth of the Employee’s child, child placement or child care, the period between the first anniversary of the first day of the

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absence and the second anniversary of the first day of the absence is neither a Period of Service nor a Period of Severance.

Section 2.69 – Sponsoring Employer

Shall mean TNC (US) Holdings, Inc.

Section 2.70 – Spouse

Shall mean, effective September 16, 2013, the person to whom a Participant is lawfully married under the law of any domestic or foreign jurisdiction having the legal authority to sanction marriages. The term Spouse shall not include an individual who has entered into a registered domestic relationship with a Participant recognized under state law that is not denominated as a marriage under the laws of that state.

Section 2.71 – Sub Account

Shall mean any of the following Accounts: Catch-up Contributions Account; Compensation Reduction Contribution Account; Employer Matching Contribution Account; Qualified Employer Profit Sharing Contribution Account; Employer Profit Sharing Contribution Account; Employee After-tax Contribution Account; Employer Contributions Withdrawal Account; ITT Transfer Contributions Account; Participant’s Rollover Account; Performance Based Matching Contributions Account; Roth Contribution Account; Roth Catch-up Contribution Account, In-plan Roth Rollover Conversion Account; and any other or fewer accounts deemed administratively desirable or necessary by the Plan’s recordkeeper.

Section 2.72 – Testing Compensation

Shall mean the total compensation paid to an Employee by the Employer during any calendar year as reported on Internal Revenue Service Form W-2, Box-1 or such successor box which describes “wages, tips, other compensation” plus any amount contributed by the Employer pursuant to a salary reduction agreement and which is not includable in the gross income of the

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Employee under Sections 125, 132(f), 401(k) and 401(h) of the Code. Effective for Compensation earned on or after January 1, 2009, Compensation shall include differential pay provided to a Participant performing qualified military service in accordance with Section 414(u) of the Code.

Testing Compensation shall not include any compensation paid after the Participant’s severance from employment with the Employer, except to the extent that the compensation is paid by the later of 2  ¹ ⁄ ₂ months after severance from employment or the end of the Limitation Year that includes the date of severance from employment, the compensation is regular compensation for services during the Employee’s regular working hours, or compensation for services outside the employee’s regular working hours (such as overtime or shift differential, commissions, bonuses or other similar payments), and the compensation would have been paid to the Employee prior to severance form employment if the Employee had continued in employment with the Employer. Compensation shall include payment for unused accrued bona fide sick, vacation or other leave that the Employee would have been able to use if employment had continued and the compensation would have been included in compensation under the Plan if paid prior to severance from employment.

For purpose of Sections 6.03 and 6.06, Testing Compensation shall be considered for the period an Employee is eligible to participate in the Plan without regard for Section 10.02 of the Plan.

For each Plan Year, Testing Compensation shall be limited by the Section 401(a)(17) Limitation.

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Section 2.73 – Trust

Shall mean the legal entity or entities resulting from the trust agreement or agreements between the Employer and the Trustees who receive the contributions of the Employer and hold, invest and disburse funds to or for the benefit of the Participants and their Beneficiaries.

Section 2.74 – Trust Fund

Shall mean the total of contributions made to the Trust pursuant to the Plan, increased by profits, gains, income and recoveries received and decreased by losses, depreciation, benefits paid and expenses incurred in the administration of the Trust and Plan. The Trust Fund shall include all assets acquired by investment and reinvestment which are held in the Trust by the Trustees.

Section 2.75 – Trustees

Shall mean the party or parties, individual or corporate, named in the trust agreement or agreements executed by the Employer and the Trustees and any duly appointed additional or successor Trustee or Trustees acting hereunder.

Section 2.76 – USERRA and HEART

Shall mean the Uniformed Services Employment and Reemployment Rights Act of 1994.

Shall mean the Heroes Earnings Assistance and Relief Tax Act of 2008.

Section 2.77 – Valuation Date

Shall mean each business day of the Plan Year.

Section 2.78 – Vested

Shall mean the portion of a Participant’s Account which is non-forfeitable.

Section 2.79 – Vesting Service

Shall mean the sum of the Employee’s Periods of Service and any Period of Severance of a duration of less than twelve (12) months. For this purpose, twelve (12) months shall equal one

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(1) Year of Vesting Service. Vesting Service shall be computed in 1/12ths of a year, with a full month being granted for each completed or partial calendar month.

In no instance shall a Participant who performed an Hour of Service during the 2002 Plan Year as a participant in a Merged Plan be credited with less Vesting Service than such Participant would be entitled to under IRC Reg. §1.410(a)-7(g).

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ARTICLE III

ELIGIBILITY, ENROLLMENT AND PARTICIPATION

Section 3.01 – Eligibility

Each Employee who was a Participant of the Plan on December 31, 2011 shall continue to be a Participant for all purposes of the Plan. Each other Employee of the Employer shall automatically become a Participant of the Plan for all purposes on his Entry Date.

An Employee shall participate for purposes of Compensation Reduction Contributions, Catch-up Contributions, Roth Contributions, Roth Catch-up Contributions and After-tax Contributions as of the next payroll period which is administratively practicable following his Entry Date.

Section 3.02 – Employees Ineligible to Participate

The following Employees shall not be eligible to participate in the Plan:

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Section 3.03 – Enrollment and Participation

To participate in the Plan for purposes of making a Compensation Reduction Contribution, a Catch-up Contribution, a Roth Contribution, a Roth Catch-up Contribution, or After-tax Contribution, an Employee must submit an Appropriate Request to the Employer. An Employee who fails to initially enroll in the Plan may enroll by submitting an Appropriate Request to the Employer at any later date. Contributions will commence by salary reduction or deduction as soon as administratively practicable after the Employer receives an Appropriate Request.

Each Employee who has satisfied the eligibility criteria for participation set forth in Sections 3.01 and 3.02 of this Plan will be eligible to receive Qualified Employer Profit Sharing

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Contributions and/or Employer Profit Sharing Contributions if the Employer elects to make such a contribution, whether or not such Eligible Employee has elected to make a Compensation Reduction Contribution, Roth Contribution or an After-tax Contribution.

Section 3.04 – Termination of Participation

Each person who becomes a Participant shall remain a Participant so long as he remains an active Employee or maintains an Account balance. If a Participant terminates employment with no balance in his Account, he shall cease being a Participant upon his termination of employment.

Section 3.05 – Re-Employment After Termination of Participation

An Employee who had satisfied the eligibility requirements for participation in the Plan prior to termination of employment will become a Participant on the date he again becomes an Employee.

Section 3.06 – Change in Eligibility Classification

In the event a Participant is no longer a member of an eligible class of Employees and becomes ineligible to participate, such Employee will participate immediately upon returning to an eligible class of Employees.

In the event an Employee who is not a member of an eligible class of Employees becomes a member of the eligible class of Employees, such Employee will participate in the Plan on the earlier of (a) upon becoming a member of the eligible class of Employees if such Employee satisfied the eligibility requirements of Section 3.01 of the Plan and would have otherwise previously become a Participant or (b) upon meeting the eligibility requirements of Section 3.01 of the Plan. If the Employee met the eligibility requirements while in an ineligible class, participation shall be immediate upon becoming a member of the eligible class.

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Section 3.07 – Change in Eligibility Classification: Salaried to Hourly

With the merger of The Nielsen Company Savings Plan into this Plan, Section 3.07 shall no longer be operative as of December 30, 2015

Notwithstanding anything in the Plan to the contrary, an Employee whose change in eligible class of Employees is a result of changing from a Salaried Employee to an Hourly Employee shall remain in this Plan for the balance of the Plan Year. If the Participant’s eligible status does not change again before the end of the Plan Year, the Participant shall enter The Nielsen Company Savings Plan on the first day of January immediately following their change in status. Such Participant’s Account shall be transferred to The Nielsen Company Savings Plan as soon as practicable after the Participant’s entry into that Plan.

Section 3.08 – Automatic Enrollment

The Plan Administrator shall provide a written notice, on a timely basis, to each Employee or each rehired Employee that upon meeting the eligibility criteria to participate in the Plan three percent (3%) of the Employee’s Compensation will be deferred and contributed to the Plan for the current Plan Year as Compensation Reduction Contributions unless the Employee affirmatively elects not to defer or elects to defer a different percent of Compensation. The Compensation Reduction Contributions that are subject to automatic enrollment will first be withheld from the Employee’s Compensation as follows:

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All Compensation Reduction Contributions and associated Employer Matching Contributions shall be placed in the Plan’s default fund until the Participant elects by Appropriate Request to change the Investment Funds to which his contributions are directed and/or changes the investments within his Account.

Section 3.09 – Automatic Escalation

The Plan Administrator shall provide written notice, on a timely basis, that each Employee or rehired Employee who had been automatically enrolled pursuant to Section 3.08 of the Plan shall have his Compensation Reduction Contributions increased on the anniversary of his automatic enrollment in the Plan and the next two (2) subsequent anniversaries of his annual enrollment by one percent (1%) of Compensation so that the ultimate contribution level is six percent (6%) of Compensation, unless the Participant affirmatively elects to defer a different percent of Compensation or cancels the automatic enrollment increases.

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ARTICLE IV

CONTRIBUTIONS AND ALLOCATIONS

Section 4.01 – Contributions

Contributions to the Plan shall consist of the following:

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Section 4.02 – Allocation of Contribution

The recordkeeper shall establish and maintain the appropriate Sub Accounts in the name of each Participant to which the recordkeeper shall credit all amounts allocated to each Participant as hereafter set forth:

(a) To each Participant’s Compensation Reduction Contribution Account, an amount equal to the amount of each Participant’s Compensation Reduction Contributions;

(b) To each Participant’s Employer Matching Contribution Account, an amount equal to fifty percent (50%) of the Participant’s Compensation Reduction Contributions and/or Roth Contributions, not to exceed three percent (3%) of the Participant’s Compensation. Employer Matching Contributions shall be remitted to the Trustee on a payroll basis in the same manner and timing as Compensation Reduction Contributions;

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(c) To each Participant’s Employer Profit Sharing Account, an amount in the same proportion that each Participant’s Compensation for the Plan Year bears to the total Compensation of all such Participants for the Plan Year;

(d) To each Qualified Employer Profit Sharing Account of a Participant who is a Non-highly Compensated Employee an amount in the same proportion that each such Non-highly Compensated Employee’s Compensation for the Plan Year bears to the total Compensation of all such Non-highly Compensated Employees for such Plan Year. Solely for purposes of making a correction under the Employee Plans Compliance Resolution System, the Employer may make a Qualified Employer Profit Sharing Contribution to a Highly Compensated Employee and/or a Non-highly Compensated Employee in an amount necessary to make the requisite correction;

(e) To each Participant’s Catch-up Contribution Account, an amount equal to such Participant’s Catch-up Contribution;

(f) To each Participant’s After-tax Contribution Account, an amount equal to such Participant’s After-tax Contribution;

(g) To each Participant’s Additional Employer Contribution Account, a discretionary amount, which as of September 1, 2006, is intended to be equal to one percent (1%) of the Participant’s Compensation;

(h) To each Participant’s Roth Contribution Account an amount equal to the amount of each Participant’s Roth Contributions. Roth Contributions shall be remitted to the Trustee on a payroll basis in the same manner and timing as Compensation Reduction Contributions;

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(i) To each Participant’s Roth Catch-up Contribution Account, an amount equal to the amount of each Participant’s Roth Catch-up Contributions. Roth Catch-up Contributions shall be remitted to the Trustee on a payroll basis in the same manner and timing as Compensation Reduction Contributions; and

For purposes of the above, “eligible earnings” shall mean, subject to Section 2.66 of the Plan, the “eligible earnings” of an Employee from an Employer for any period is the amount reportable by the Employer for federal income tax purposes as wages paid to the Employee for such period, increased by the amount of eligible earnings reductions experienced by the Employee for the period pursuant to the Arbitron 401(k) Plan, any cafeteria plan maintained by the Employer pursuant to Section 125 of the Code and the Arbitron Retirement Plan, to the extent such reductions are not otherwise included for that period, and by elective amounts that are not includible in the Employee’s gross income by reason of Section 132(f)(4) of the Code, and decreased by any amount received by the Employee during the period as deferred income from a previous period,

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expatriation premium, tuition aid reimbursement, relocation allowance, restricted stock plan awards, any such amount attributable to the exercise of an option under a stock option plan maintained by an Employer, any amounts representing imputed income on account of benefits pursuant to the Code, any amounts representing severance payments under the Employer’s severance policy any other amounts of an unusual or nonrecurring nature, as specified in plan rules.

In order to receive an allocation of the Performance Based Matching Contribution, an Employee must be:

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However, a Participant who terminated during the Plan Year shall not share in the allocation of Employer Profit Sharing Contributions or the Qualified Employer Profit Sharing Contributions.

Section 4.03 – Regulations for Compensation Reduction Contributions

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Section 4.04 – Regulations for After-tax Contributions

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Section 4.05 – Regulations for Catch-up Contributions

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Section 4.06 – Regulations for Roth Contributions

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Section 4.07 – Regulations for Roth Catch-up Contributions

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Section 4.08 – Time of Payment of Employer Matching Contributions, Performance Based Matching Contributions and Employer Profit Sharing Contributions

The Employer shall pay to the Trustee its Employer Matching Contributions, Performance Based Matching Contributions and Employer Profit Sharing Contributions to the Plan for each Fiscal Year within the time prescribed by law, including extensions of time, for the filing of the Employer’s federal income tax return for the Fiscal Year.

Section 4.09 – Prohibition Against Assets Returning to Employer

Except as provided in the following Paragraphs (a), (b) and (c), the assets of the Plan shall never inure to the benefit of an Employer, and shall be held for the exclusive purposes of

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providing benefits to Participants and Beneficiaries, and for defraying the reasonable expenses of administering the Plan:

Section 4.10 – Profits Not Required

Employer contributions to this Plan shall not be precluded because the Employer does not have current or accumulated earnings. Notwithstanding the existence of current or accumulated earnings, the Employer may determine in its sole discretion that no Additional Employer

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Contribution, Employer Matching Contribution, Qualified Employer Profit Sharing Contribution or Employer Profit Sharing Contribution shall be made for such Plan Year or portion thereof.

Section 4.11 – Forfeiture

Forfeitures shall be used to reduce the Employer Matching Contributions or defray Plan administrative expense. Forfeitures may be used to reduce the Employer Matching Contributions or defray Plan administrative expense. Forfeitures may be used to make Plan corrections for VCP, SCP or Audit Cap under the Employee Plans Compliance Resolution System (“EPCRS”) pursuant to Rev. Proc. 2013-12 and as such Rev Proc. is further updated. Forfeitures also may be used to restore lost Participant earnings under the Plan for purposes of the EPCRS correction methodology.

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ARTICLE V

PARTICIPANT ACCOUNTS

Section 5.01 – Separate Accounts

The recordkeeper shall maintain a separate Account for each Participant, which Account shall reflect his interest in the Trust. Each separate account shall be comprised of the Participant’s Sub Accounts as described in Section 2.69 of the Plan.

Section 5.02 – Valuation of Separate Accounts

As of each Valuation Date, the Trustees shall adjust the previous Valuation Date’s Account balance for Contributions under Section 4.01 of the Plan, earnings, gains or losses, withdrawals, expenses, Participant loans, and additions to any other Sub Accounts in order to obtain a new Account balance.

Section 5.03 – Assumption of Risk by Participant

Each Participant (or his Beneficiary) assumes the risk in connection with any decrease in value of his separate Account, and such Account shall be the sole source of payments to be made to each Participant (or his Beneficiary) under the Plan.

Section 5.04 – Election of Investment Fund

Each Participant shall have the exclusive authority to direct the investment of his Account among the Investment Funds designated by the Employer. The Participant shall elect, by an Appropriate Request to the Employer, to have a minimum of one percent (1%) of such amounts invested in one of such Investment Funds with the balance invested, in multiples of one percent (1%), among the other such Investment Funds, such that the total of each Participant’s investment choices as allocated hereunder shall add up to one hundred percent (100%).

The Participant, by making an Appropriate Request, shall notify the Trustee of the Participant’s initial investment selection. If a Participant fails to make an election as to the

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investment of his contributions, all contributions shall be placed in the Plan’s default fund as currently designated by the Administrative Committee. The Participant may elect at any time by Appropriate Request to change the Investment Funds to which his contributions are directed and/or to change the investments within his Account.

In no instance may a Participant direct more than twenty-five percent (25%) of his allocable Plan contributions into the Nielsen Company Stock Fund.

Section 5.05 – Change in Investment Election

A Participant shall be permitted to change the amount of his Account balance to be invested in a particular Investment Fund or Investment Funds at any time subject to the following conditions:

In no instance may a Participant transfer any percent or even dollar amounts of his Account to the Nielsen Company Stock Fund after his interest in the Nielsen Company Stock Fund exceeds twenty-five percent (25%) of the value of his Account.

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Notwithstanding any other provision of this Plan, the change in the investment of a Participant’s Account shall be subject to the rules of the Investment Funds in which the Participant’s Account is invested or is to be invested.

Section 5.06 – Investment Funds

The Investment Committee may, in its sole discretion, select separate investment vehicles as it deems to be appropriate from time to time. The Plan is intended to meet the requirements of ERISA Section 404(c).

Effective October 1, 2011, the Investment Committee shall establish the Nielsen Company Stock Fund, which shall be an Investment Fund under the Plan.

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ARTICLE VI

LIMITATION ON CONTRIBUTIONS

Section 6.01 – Maximum Amount of Compensation Reduction Contributions and Roth Contributions

An Employee shall not be permitted to have Compensation Reduction Contributions, other elective deferrals, as defined in Treasury Regulations Section 1.402(g)-1(b) or Roth Contributions made under this Plan or in combination with any plan maintained by the Employer or an Affiliated Employer during any taxable year in excess of $17,000 multiplied by the Adjustment Factor as provided by the Secretary of the Treasury.

Section 6.02 – Distribution of Excess Compensation Reduction Contributions

Notwithstanding any other provision of the Plan, Excess Compensation Reduction Contributions and income allocable thereto shall be distributed no later than each April 15 to Participants who have incurred Excess Compensation Reduction Contributions for the preceding taxable year. The Participant must make an Appropriate Request by March 1 that an Excess Compensation Reduction Contribution has been made and that he is allocating to this Plan an Excess Compensation Reduction Contribution of a specified amount. To the extent a Participant has made Excess Compensation Reduction Contributions for the taxable year, taking into account this Plan and all plans maintained by the Employer and Affiliated Employers, such Participant shall be deemed to have notified the Plan of such Excess Compensation Reduction Contributions. Any distribution of Excess Compensation Reduction Contributions under this Section shall be so designated to the Participant as a distribution of Excess Compensation Reduction Contributions.

A Participant who has made an Excess Compensation Reduction Contribution may receive a corrective distribution during the same taxable year if he makes an Appropriate Request that an Excess Compensation Reduction Contribution was made on his behalf and

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requests a distribution, or such Excess Compensation Reduction Contribution is made to this Plan or all plans maintained by the Employer and Affiliated Employers. If the Excess Compensation Reduction Contribution was made to only plans sponsored by the Employer and Affiliated Employers, then such Participant shall be deemed to have notified the Plan of such Excess Compensation Reduction Contribution. The corrective distribution shall be made after the date on which the Plan received the Excess Compensation Reduction Contribution.

If a Participant makes both Compensation Reduction Contributions and Roth Contributions, Compensation Reduction Contributions shall be returned prior to Roth Contributions.

The amount of Excess Compensation Reduction Contribution that may be distributed with respect to a Participant for a taxable year shall be reduced by any Excess Contribution previously distributed with respect to the Participant for the Plan Year beginning with or within the taxable year.

The Excess Compensation Reduction Contributions that are to be distributed shall be adjusted for income or loss. The income allocable to such Excess Compensation Reduction Contributions shall be equal to the allocable gain or loss for the Plan Year and the allocable gain or loss for the gap period (i.e., the period after the close of the Plan Year and prior to distribution). Refund of gap period earnings shall only be applicable for the 2007 Plan Year.

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The Plan may utilize any reasonable method for computing income allocable to Excess Compensation Reduction Contributions provided:

Section 6.03 – Average Actual Deferral Percentage Test

At such intervals as it shall deem proper, the Sponsoring Employer shall review each Participant’s Compensation Reduction Election and Roth Contribution Election in order to determine that the Compensation Reduction Contributions and Roth Contributions, with respect to all Participants, satisfy one of the tests as described in either (a) or (b), below, as of the last day of the Plan Year.

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Prior Plan Year Average Actual Deferral Percentage shall mean the Average Actual Deferral Percentage for Non-highly Compensated Employees calculated for the Plan Year ending immediately prior to the applicable Plan Year and without regard to whether such

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Employees continue as Employees, Non-highly Compensated Employees or Participants in the applicable Plan Year.

Actual Deferral Percentage shall mean the ratio (expressed as a percentage) of the Compensation Reduction Contributions, Roth Contributions and Qualified Employer Profit Sharing Contributions made on behalf of the eligible Participant for the Plan Year to the eligible Participant’s Testing Compensation for the Plan Year.

Average Actual Deferral Percentage shall mean the average (expressed as a percentage) of the Actual Deferral Percentages of the eligible Participants in the group.

For the 1997 through 2011 Plan Years, the Employer has satisfied the Average Actual Deferral Percentage Test above using the current year method in (a) above. For future Plan Years, the Employer shall continue to use the current year method in (a) above, unless it elects to change to the prior year method in (b) above pursuant to IRS Reg. § 1.401(k) – 2(c).

Section 6.04 – Special Rules: Actual Deferral Percentage and Prior Plan Year Average Actual Deferral Percentage

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Section 6.05 – Action to Be Taken if Tests Are Not Satisfied

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The Plan may utilize any reasonable method for computing income allocable to Excess Contributions provided:

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Section 6.06 – Average Contribution Percentage Test and Prior Plan Year Average Contribution Percentage

At such intervals as it shall deem proper, the Sponsoring Employer shall review each Participant’s Employee After-tax Contribution and the Employer Matching Contributions in order to determine that the sum of the Employee After-tax Contributions and the Employer Matching Contributions satisfy one of the tests as described in either (a) or (b), below, as of the last day of the Plan Year:

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Prior Plan Year Average Contribution Percentage shall mean the Average Contribution Percentage of Non-highly Compensated Employees calculated for the Plan Year ending immediately prior to the applicable Plan Year and without regard to whether such Employees continue as Employees, Non-highly Compensated Employees or Participants in the applicable Plan Year.

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Contribution Percentage shall mean the ratio (expressed as a percentage) of the sum of the Employee After-tax Contributions and Employer Matching Contributions under the Plan on behalf of the eligible Participant for the Plan Year to the eligible Participant’s Testing Compensation for the Plan Year.

Average Contribution Percentage shall mean the average (expressed as percentage) of the Contribution Percentages of the eligible Participants in a group.

For the 1997 through 2011 Plan Years, the Employer has satisfied the Average Contribution Percentage Test above using the current year method in (a) above. For future Plan Years, the Employer shall continue to use the current year method in (a) above, unless it elects to change to the prior year method in (b) above pursuant to IRS Reg. § 1.401(k) – 2(c).

Section 6.07 – Special Rules: Contribution Percentage

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Section 6.08 – Excess Aggregate Contributions: Action to be Taken if Tests are Not Satisfied

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The Excess Aggregate Contributions that are to be distributed shall be adjusted for income or loss. The income allocable to such Excess Aggregate Contributions shall be equal to the allocable gain or loss for the Plan Year.

The Plan may utilize any reasonable method for computing income allocable to Excess Aggregate Contributions provided:

Section 6.09 – Annual Addition Limitation

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ARTICLE VII

VESTING

Section 7.01 – Compensation Reduction Contributions, Catch-up Contributions, Roth Contributions, Roth Catch-up Contributions, Employee After-tax Contributions and Qualified Employer Profit Sharing Contributions

A Participant shall at all times have a one hundred percent (100%) non-forfeitable interest in the value of his Account attributable to Compensation Reduction Contributions, Catch-up Contributions, Roth Contributions, Roth Catch-up Contributions, Employee After-tax Contributions and Qualified Employer Profit Sharing Contributions.

Section 7.02 – Employer Matching Contributions, Additional Employer Contributions and Employer Profit Sharing Contributions

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A Participant who did not participate in the Arbitron Retirement Plan and who returns to employment with the Employer or an Affiliated Employer and performs an Hour of Service after March 31, 2015 will vest in his Performance Based Matching Contributions as follows:

Notwithstanding the above, an Employee who is a participant on October 1, 2013, an Employee who performs an Hour of Service as a qualified employee as determined under the terms of the Arbitron 401(k) Plan and who becomes a participant between October 1, 2013 and December 31, 2013, and a former Employee who returns to employment and performs an Hour of Service as a qualified employee, as determined above, between October 1, 2013 and December 31, 2013 will be 100% Vested in his Performance Based Matching Contributions.

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If a Participant’s employment is terminated due to death or Disability, he shall have a one hundred percent (100%) non-forfeitable interest in his entire Account.

A Participant who dies while performing qualified military service as defined under USERRA will be treated as having died while an active Participant in the Plan.

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If such a Participant subsequently returns to employment prior to incurring five (5) consecutive One-Year Periods of Severance, the portion of his Account that was forfeited upon his earlier termination of employment shall be recredited to his Account provided that the Participant repays (by the earlier of the completion of a period of five (5) consecutive one-year Periods of Severance, or five (5) years after the date on which the Participant is subsequently re-employed) the entire amount of his distribution attributable to his Employer Matching Contribution Account and Employer Profit Sharing Account balances to the Trustees. Such repayment shall be contributed to his Account as soon as practicable after repayment and the Participant shall be 100% vested in such amount. The portion of the Account that was forfeited shall be contributed to his Account by the Employer as soon as practicable immediately following the date on which payment is completed.

Section 7.03 – Re-Employment After One-Year Period of Severance

A former Employee who incurred a One-Year Period of Severance, and who again becomes an Employee, shall have all prior Periods of Service (earned at the time of his earlier Severance from Service Date) credited to his behalf upon re-employment.

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After five (5) consecutive One-Year Periods of Severance, a terminated Participant’s Vested Account balance attributable to Employer Matching Contributions and Employer Profit Sharing Contributions which are attributable to pre-break service shall not be increased as a result of post-break service.

Section 7.04 – Termination and Re-Employment Before a One-Year Period of Severance

If any terminated Participant shall be reemployed before a One-Year Period of Severance occurs, he shall continue to be eligible to participate in the Plan in the same manner as if termination had not occurred.

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ARTICLE VIII

DISTRIBUTIONS

Section 8.01 – Methods of Distribution

A lump sum is the sole distribution method under the Plan. A Participant may request that the Nielsen Company Stock held in his Nielsen Company Stock Fund shall be distributed as part of his lump sum distribution either in kind or as cash.

Section 8.02 – Valuation of Distribution

A Participant or Beneficiary whose Account value is $1,000 or less shall receive a distribution as soon as practicable after the Participant’s termination of employment. The distribution shall be valued as of the Valuation Date on which the Plan’s recordkeeper issues a check for the Participant’s or Beneficiary’s Account balance.

A Participant or Beneficiary whose Account value is greater than $1,000 but is not in excess of $5,000, shall receive a distribution in the form of a direct rollover to an individual retirement plan as designated by the Plan Administrator unless the Participant first elects an immediate lump sum distribution, or elects to have such distribution paid directly to an eligible retirement plan as described in Section 16.10 of the Plan.

A Participant or Beneficiary, subject to Sections 8.04, 8.05 and 8.06, whose Account value is greater than $5,000, shall receive a distribution as soon as practicable after his request for such distribution. The distribution shall be valued as of the Valuation Date as soon as practicable prior to the date on which the Plan’s recordkeeper issues a check for the Participant’s or Beneficiary’s Account balance.

For purposes of determining the $5,000 threshold, the valuation of the Participant’s Rollover Contribution Account shall not be included.

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Section 8.03 – Distributions After Death

If the distribution of a Participant’s interest has begun in accordance with a method selected in Section 8.01 and the Participant dies before his entire interest has been distributed to him, the remaining portion of such interest shall be distributed at least as rapidly as under the method of distribution selected pursuant to Section 8.01 as of his date of death.

If a Participant dies before he has begun to receive any distributions of his interest under the Plan, his Account shall be distributed to his beneficiaries no later than December 31 of the calendar year which contains the fifth anniversary of the Participant’s death. However, the five-year distribution requirement shall not apply to any portion of the deceased Participant’s interest which is payable to or for the benefit of a designated Beneficiary (provided there is a designated Beneficiary as of September 30 of the year following the year of the Participant’s death). In such event, such portion may be distributed over the life of such designated Beneficiary (or over a period not extending beyond the life expectancy of such designated Beneficiary) provided such distribution begins not later than the end of the calendar year immediately following the calendar year in which the Participant died.

In the event the Participant’s Spouse is his sole Beneficiary the requirement that distributions commence within one year of a Participant’s death shall not apply. In lieu thereof, the Spouse may elect that such distribution must commence no later than December 31 of the calendar year immediately following the calendar year in which the Participant died or by December 31 of the calendar year in which the deceased Participant would have attained age seventy and one-half (70  ¹ ⁄ ₂ ) if later. If the surviving Spouse dies before the distributions to such Spouse begin, then the five-year distribution requirement shall apply as if the Spouse were the Participant.

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Section 8.04 – Required Commencement of Benefits

Unless a Participant elects otherwise, distribution of a Participant’s Account shall begin no later than the sixtieth (60th) day after the later of the close of the Plan Year in which the following occurs:

For Participants who attain age seventy and one-half (70  ¹ ⁄ ₂ ) on or after January 1, 1999, distributions must commence no later than April 1 of the calendar year following the later of (a) the calendar year in which the Participant attains age seventy and one-half (70  ¹ ⁄ ₂ ) or (b) the calendar year in which the Participant retires. If a Participant is a five percent (5%) owner (as defined in Section 416 of the Code) with respect to the Plan Year ending in the calendar year in which the Participant attains age seventy and one-half (70  ¹ ⁄ ₂ ), distributions must commence pursuant to (a) above.

Notwithstanding the above paragraph, a Participant or Beneficiary who would have been required to receive required minimum distributions for 2009 but for the enactment of Section 401(a)(9)(H) of the Code (“2009 RMDs”), and who would have satisfied that requirement by receiving distributions that are (a) equal to the 2009 RMDs or (b) one or more payments in a series of substantially equal distributions (that include the 2009 RMDs) made at least annually and expected to last for the life (or life expectancy) of the Participant, the joint lives (or joint life expectancy) of the Participant and the Participant’s designated Beneficiary, or for a period of at

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least 10 years (“Extended 2009 RMDs”), will not receive those distributions for 2009 unless that Participant or Beneficiary chooses to receive such distributions. Participants and Beneficiaries described in the preceding sentence will be given the opportunity to elect to receive the distributions described in the preceding sentence. Notwithstanding any provision of the Plan to the contrary, and solely for the purposes of applying the direct rollover provisions of the Plan, 2009 RMDs and Extended 2009 RMDs will be treated as an Eligible Rollover Distribution under Section 16.10(b)(1) of the Plan.

Notwithstanding any other provision of the Plan to the contrary, distributions from this Plan will be made in accordance with Section 401(a)(9) of the Code and the regulations issued thereunder as may be amended from time to time including the incidental death benefit requirement of Section 401(a)(9)(G) of the Code, the provisions of which are hereby incorporated by reference. All distributions shall be made in accordance with Section 401(a)(9) and Treasury Regulations Section 1.401(a)(9)-2 through 1.401(a)(9)-9. The provisions of Section 401(a)(9) shall override any Plan provision inconsistent with Section 401(a)(9) of the Code.

Section 8.05 – Distributions of Accounts Greater Than $5,000

Any distribution to a Participant who has an Account balance which exceeds $5,000 shall require such Participant’s consent if such distribution commences prior to the Participant’s Normal Retirement Age.

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Section 8.06 – Alternate Payees Under Qualified Domestic Relations Orders

Notwithstanding anything in the Plan to the contrary, if a Domestic Relations Order directs the Plan to make a lump sum distribution to an alternate payee prior to the Participant’s earliest retirement age as defined in Section 414(p)(4) of the Code, as soon as practicable following acceptance of the Domestic Relations Order as a Qualified Domestic Relations Order by the Plan Administrator, the Plan shall comply with such QDRO.

Section 8.07 – Deemed Distributions

If a Participant’s employment is terminated and he does not have a Vested interest in his Section 7.02 Sub Accounts, a distribution in the amount of $0 shall be deemed to have been made by the Plan on the date of his termination of employment. If such Participant resumes

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employment with the Employer prior to incurring five (5) consecutive One-Year Periods of Severance, any amounts so forfeited shall be deemed repaid and his vesting service shall be restored upon his reemployment.

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ARTICLE IX

BENEFICIARIES

Section 9.01 – Designation of Beneficiary

Each Participant, by making an Appropriate Request, may designate a Beneficiary to receive benefits under the Plan upon the Participant’s death. The Spouse of a Married Participant shall automatically be his Beneficiary unless the Participant designates another Beneficiary pursuant to Section 9.02. The estate of a single Participant shall automatically be his Beneficiary unless the single Participant has designated a Beneficiary. A Participant may revoke or change such Beneficiary designation by making an Appropriate Request without the consent of the Beneficiary. However, a Married Participant shall change his Beneficiary designation only in accordance with Section 9.02.

If there is any doubt as to the right of any Beneficiary to receive any amount, the Employer may retain such amount until the rights to the amount are determined, or it may pay such amount into any court of appropriate jurisdiction, in either of which events neither the Employer nor the Trustees shall be liable for any interest on such amount, or shall be under any liability to any person in respect of such amount. In the event that such amount is retained by the Employer, the entire amount shall be invested in an Investment Fund selected by the Investment Committee pending resolution of the dispute.

Upon the issuance of a divorce decree, the Participant’s Spouse will be deemed to have predeceased the Participant and any death benefits will go to the Participant’s secondary designated Beneficiary and if no secondary Beneficiary is designated, to the Participant’s estate, unless the Participant remarries. The former Spouse shall again become the Participant’s Beneficiary if the Participant re-designates the former Spouse as Beneficiary or if the Plan Administrator accepts a Qualified Domestic Relations Order as defined in Section 414(p) of the

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Code in which the former Spouse is designated a surviving Spouse for all or a portion of the Participant’s Account.

Section 9.02 – Change in Designation: Married Participant

In the case of a Married Participant, any designation of a Beneficiary or any revocation or change in Beneficiary under Section 9.01 which has the effect of designating a person as Beneficiary who is not such Married Participant’s Spouse will not be valid unless the Spouse consents in writing to such designation, revocation, or change.

The terms of such consent must acknowledge the effect of the consent and the consent must be witnessed by a notary public. The designation of a non-Spouse Beneficiary must specify whether the Spouse consents to a designation of a Beneficiary that can be changed without further consent on the part of the Spouse or the Spouse is only consenting to a designation of a specific Beneficiary that cannot be changed without the Spouse’s consent. A consent that permits designations by the Participant without any requirements of further consent by the Spouse must acknowledge that the Spouse has the right to limit consent to a specific Beneficiary and the Spouse voluntarily relinquishes said right. The provisions of this section shall not be applicable if the Employer is satisfied that the required consent cannot be obtained because the Participant does not have a Spouse, because the Spouse cannot be located, or because of such other circumstances as the Secretary of the Treasury may prescribe by regulations.

Any consent by a Spouse, or the establishment that the consent of a Spouse cannot be obtained, shall be effective only with respect to such Spouse.

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ARTICLE X

WITHDRAWALS

Section 10.01 – Withdrawals from Compensation Reduction Contributions Account, Catch-up Contributions Account, Roth Contributions Account, Roth Catch-up Contributions Account and Qualified Employer Profit Sharing Contributions Account

A withdrawal cannot be made from the Compensation Reduction Contributions Account, Catch-up Contributions Account, Roth Contributions Account, Roth Catch-up Contributions Account or Qualified Employer Profit Sharing Contribution Account by a Participant or his Beneficiary prior to:

For purposes of (f) above, the distribution must be in the form of a lump sum as described in Section 401(k)(10)(B)(ii) of the Code.

Section 10.02 – Hardship Withdrawals: Compensation Reduction Contributions, Catch-up Contributions, Roth Contributions and Roth Catch-up Contributions

Upon making an Appropriate Request and subject to the approval of the Sponsoring Employer, a Participant may withdraw principal, as well as earnings solely allocated as of

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December 31, 1988, from his Compensation Reduction Contribution Account, and principal from his Catch-up Contribution Account, Roth Contribution Account and Roth Catch-up Contribution in order to meet a financial hardship. A financial hardship is one in which the Participant has an immediate and pressing need for funds. The following reasons qualify, until the Commissioner of the Internal Revenue Service publishes additional examples, as the only reasons for obtaining a hardship withdrawal:

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Prior to obtaining a hardship withdrawal, a Participant must:

If a Participant obtains a hardship withdrawal, then the Participant’s Compensation Reduction Contribution, Catch-up Contributions, Roth Contributions, Roth Catch-up Contributions and any Employee After-tax Contributions under this Plan and any other qualified or nonqualified plans of deferred compensation of the Employer or Affiliated Employer will be suspended for six (6) months after the receipt of the hardship withdrawal.

A Participant may make a hardship withdrawal for medical care, tuition payments, and funeral expenses, (as more fully described above) which relates to his primary Beneficiary in the same manner as a hardship withdrawal for a Spouse or dependent. Such hardship withdrawals shall satisfy all requirements under this Section.

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The Sponsoring Employer shall approve or disapprove hardship withdrawals under this section on a non-discriminatory basis, according to standards which are uniformly and consistently applied.

Section 10.03 – Hardship Withdrawals: Other Accounts

Upon making an Appropriate Request to the Sponsoring Employer, a Participant may make a withdrawal from his Employer Matching Contribution Account, Performance Based Matching Contribution Account, Additional Employer Contribution Account and/or his Employer Profit Sharing Account. The amount of the withdrawal cannot exceed his Vested interest in those Accounts and can be made only in order to meet a financial hardship. Financial hardship shall be defined in the same manner as in Section 10.02. The amount of the withdrawal cannot exceed the amount of the financial hardship.

If a Participant makes a hardship withdrawal pursuant to the above paragraph, he will be suspended from making a Compensation Reduction Contribution, Catch-up Contributions, Roth Contributions and Roth Catch-up Contributions in this Plan or any plan of an Affiliated Employer for six (6) months after the receipt of the hardship withdrawal.

Any such financial hardship must be indicated by reliable evidence submitted to the Sponsoring Employer which shall approve or disapprove withdrawals under this Section 10.03 on a non-discriminatory basis, according to standards which are uniformly and consistently applied.

Section 10.04 – Withdrawals: Participant’s Rollover Account

Upon making an Appropriate Request to the Sponsoring Employer, a Participant may elect to make a withdrawal of all or part of his Participant’s Rollover Account at any time.

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Section 10.05 – Withdrawals: Employee After-tax Contributions

Section 10.06 – Withdrawals from Employer Contributions Withdrawal Account

An Employee who was a Participant in the ACNielsen Corporation Savings Plan or the Nielsen Media Research, Inc. Savings Plan on December 31, 2002, may at any time by an Appropriate Request, request a distribution of all or part of any portion of his Vested Employer

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Contribution Withdrawal Account which had been invested in the Plan or a plan merged with this Plan for more than twenty-four (24) months prior to the date of the Appropriate Request.

Section 10.07 – Attainment of Age 59  ¹ ⁄ ₂ by Participant

At any time on or after attainment of age 59  ¹ ⁄ ₂ a Participant may, by an Appropriate Request, request a distribution of all or part of his Vested Account balance. Such distribution will be made as soon as practicable after receipt of the Appropriate Request.

Section 10.08 – Withdrawal of ITT Transfer Contributions

A Participant may, by an Appropriate Request, at any time request a distribution of all or part of his Account attributable to ITT Transfer Contributions. Such distributions will be made as soon as practicable after receipt of the Appropriate Request.

Section 10.09 – Distributions for Military Reservists

A Participant who is a military reservist who was called to active duty after September 11, 2001 may elect to make a “qualified reservist distribution” in accordance with Section 401(k)(2)(B)(i)(V) of the Code.

A Participant who is receiving differential pay and who is on active duty for more than thirty (30) days may request a distribution at any time prior to the completion of his active duty. This distribution shall be known as a “HEART” distribution. The distribution shall be limited to Compensation Reduction Contributions, Catch-up Contributions, Roth Contributions and Roth Catch-up Contributions. No earning shall be distributed. Upon making a HEART distribution, the Participant will be suspended from making contributions to the Plan for six (6) months.

A Participant who is eligible for a qualified reservist distribution and a HEART distribution shall be deemed to have first elected to make a qualified reservist distribution.

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Section 10.10 – Hardship Withdrawals: Hurricane Sandy

If a Participant’s principal residence is in one of the Hurricane Sandy federally declared disaster areas or the Participant’s Spouse, dependent, parent or child has their principal residence in a federally declared disaster area, the following hardship withdrawal provisions may apply for the period between October 26, 2012 and February 1, 2013:

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ARTICLE XI

ROLLOVERS

Section 11.01 – Rollover Contributions

The Plan will accept Rollover Contributions on behalf of Employees, subject to the following regulations:

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Section 11.02 – Mistaken Rollovers

If it is determined that a Participant’s Rollover Contribution did not qualify under the Code for a tax free rollover, then as soon as reasonably possible the balance in the Participant’s Rollover Account shall be:

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Such a mistaken rollover contribution shall be deemed never to have been a part of the Plan and shall not adversely affect the tax qualification of the Plan under the Code.

Section 11.03 – In-plan Roth Rollover Conversion Account

A Participant, a Beneficiary who was a Spouse or an alternate payee who is a Spouse or former Spouse may elect to make an In-plan Roth Rollover Conversion from all or part of any Vested Sub Accounts .

The election to make an In-plan Roth Rollover Conversion shall be made by delivering an Appropriate Request to the Employer. The transfer of funds within the Plan shall take place as soon as practicable after receipt of the Appropriate Request.

The following regulations shall be applicable to the In-plan Roth Rollover Conversion Account:

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ARTICLE XII

LOANS

Section 12.01 – Availability of Loans

An active Participant or an inactive Participant who is a party in interest as defined in Section 3(14) of ERISA may request a loan from the Sponsoring Employer. Only two loans shall be permitted to be outstanding at any one time. Loans shall be available at any time by making an Appropriate Request to the Sponsoring Employer. The loan will be available as soon as practicable after receipt of an Appropriate Request.

Section 12.02 – General Requirements

Section 12.03 – Specific Requirements

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For the purpose of the above limitation, all loans from all plans sponsored by the Employer and any Affiliated Employer shall be considered.

A loan that is deemed distributed under Section 72(p) of the Code and any interest accruing thereunder shall be treated as outstanding under this Section and also Section 12.01 unless repaid in cash or by loan offset.

Section 12.04 – Collateral, Interest and Repayment

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The same regulations shall apply to a loan made to an inactive party in interest except instead of payroll deduction, the payments shall be due monthly. The Sponsoring Employer may reduce or refuse a requested loan where it determines that timely repayment of the loan is not assured. The Sponsoring Employer may utilize different terms and conditions when granting loans to an inactive party in interest. The terms and conditions shall be based on the same factors a commercial lending institution would make use of in a similar situation.

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ARTICLE XIII

AMENDMENT, TERMINATION OR MERGER

Section 13.01 – Amendment of Plan

By action of the Board of the Sponsoring Employer (or as otherwise permitted under duly adopted resolutions by the Board), the Sponsoring Employer shall have the right to amend this Plan in any and all respects at any time and from time to time and such amendment shall be binding on all Employers without the need for their approval, notwithstanding: (a) no amendment shall deprive any Participant of any of the accrued Vested benefits to which he is entitled under this Plan; and (b) no amendment shall provide for the use of funds or assets held by the Plan other than for the benefit of Participants and their Beneficiaries and no funds held by the Plan shall ever revert to or be used or enjoyed by the Employer prior to the satisfaction of all liabilities hereunder to its Participants and their beneficiaries; and (c) no amendment may change the vesting schedule with respect to the future accrual of benefits for any Participant unless each Participant with three (3) or more years of Vesting Service is permitted to elect to have the vesting schedule which was in effect before the amendment used to determine his Vested benefit.

Section 13.02 – Termination of Plan

The Sponsoring Employer reserves the right to terminate or permanently discontinue contributions under this Plan at any time on behalf of itself and/or any Employer.

In the event of termination of the Plan or a partial termination of the Plan or a complete discontinuance of contributions, the Accounts of affected Participants shall become 100% Vested and shall not thereafter be subject to forfeiture.

Section 13.03 – Merger, Consolidation or Transfer

The merger or consolidation with, or transfer of the allocable portion of the assets and liabilities of the Plan to any other qualified retirement plan trust shall be permitted in the sole

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discretion of the Sponsoring Employer. In the event of any merger or consolidation with, or transfer of assets or liabilities to, any other plan, each Participant shall be entitled to receive a benefit if the Plan were to terminate immediately after the merger, consolidation, or transfer, which is not less than the benefit he would have been entitled to receive if the Plan had terminated immediately before the merger, consolidation, or transfer.

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ARTICLE XIV

TOP HEAVY PROVISIONS

Section 14.01 – Applicability of Top Heavy Provisions

The provisions of this Section shall supersede other related Plan sections should this Plan become a Top Heavy Plan.

Section 14.02 – Definitions

In the case of a defined benefit plan, the present value of the cumulative accrued benefit for a Participant other than a Key Employee shall be as determined using the single accrual method used for all plans of the Employer and Affiliated Employers, or if no single method exists, using a method which results in benefits accruing not more rapidly than the slowest accrual rate permitted under Section 411(b)(1)(C) of the Code.

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The Employer may treat any plan not required to be included in an Aggregation Group under clause (1) as being part of such group if such group would continue to meet the nondiscrimination and participation requirements of Sections 401(a)(4) or 410 of the Code with such plan being taken into account. If the Aggregation Group continues to be Top Heavy, no plan which was included in the Aggregation Group on a voluntary basis will be deemed to be Top Heavy.

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For purposes of (1), no more than fifty (50) Employees (or, if lesser, the greater of three (3) or ten percent (10%) of the Employees) shall be treated as officers. For this purpose, the rules of Section 414(b), (c), (m) and (o) of the Code shall apply, and Employees described in Section 414(q)(5) of the Code shall be excluded.

For purposes of (1) and (3), Annual Compensation means compensation, within the meaning of Section 415(c)(3) of the Code.

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The determination of who is a Key Employee will be made in accordance with Section 416(i)(1) of the Code and applicable regulations and other guidance of general applicability issued thereunder.

Section 14.03 – Minimum Benefit Requirements

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Section 14.04 – General

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ARTICLE XV

ADMINISTRATION OF THE PLAN

Section 15.01 – Authority

TNC (US) Holdings, Inc. shall be designated as the “Plan Sponsor” and also the “Plan Administrator” as those terms are defined in ERISA, as amended from time to time. The Plan Administrator shall have full power, discretion and authority to administer the Plan and to construe and apply all of its provisions on behalf of the Employers. The Plan Administrator shall be the “Named Fiduciary” as defined in ERISA. Specific duties may be delegated to other fiduciaries, including any committee of the Sponsoring Employer. The Named Fiduciary and any other Plan fiduciaries shall direct their duties with respect to the Plan (a) solely in the interest of the Plan’s Participants and Beneficiaries and (b) for the exclusive purpose of providing benefits to the Plan’s Participants and Beneficiaries and defraying reasonable expenses of administering the Plan. Any action on matters within the discretion of the Plan Administrator (or its delegees) will be conclusive, final and binding upon all Participants in the Plan and upon all persons claiming any rights, including Beneficiaries.

Section 15.02 – Expenses of the Plan

Subject to applicable law, the compensation or fees of consultants, actuaries, accountants, counsel and other specialists and any other costs of administering the Plan or Trust shall be paid by the Trust as permitted under ERISA unless, at the discretion of the Sponsoring Employer, paid by the Sponsoring Employer.

Section 15.03 – Plan Administrator

The Plan Administrator shall have the absolute power, authority and discretion to administer and interpret the Plan and to adopt such rules and regulations as in the opinion of the Sponsoring Employer are necessary or advisable to implement, administer, and interpret the

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Plan, or to transact its business. Such rules and regulations as are adopted by the Sponsoring Employer shall be binding upon any persons having an interest in or under the Plan.

Section 15.04 – Claims Procedure

The Nielsen Appeals Committee shall receive all applications for benefits. Upon receipt by the Nielsen Appeals Committee of such an application, it shall determine all facts which are necessary to establish the right of an applicant to benefits under the provisions of the Plan and the amount thereof as herein provided. Upon request, the Nielsen Appeals Committee will afford the applicant the right of a hearing with respect to any finding of fact or determination. The applicant shall be notified in writing of any adverse decision with respect to his claim within ninety (90) days after its submission. The notice shall be written in a manner calculated to be understood by the applicant and shall include:

If special circumstances require an extension of time for processing the initial claim, a written notice of the extension and the reason therefore shall be furnished to the claimant before the end of the initial ninety (90) day period. In no event shall such extension exceed ninety (90) days.

In the event a claim for benefits is denied or if the applicant has had no response to such claim within ninety (90) days of its submission (in which case the claim for benefits shall be

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deemed to have been denied), the applicant, at the applicant’s sole expense, may appeal the denial to the Nielsen Appeals Committee within sixty (60) days of the receipt of written notice of denial or sixty (60) days from the date such claim is deemed to be denied. In pursuing such appeal the applicant may:

The decision on review shall be made within sixty (60) days of receipt of the request for review, unless special circumstances require an extension of time for processing, in which case a decision shall be rendered as soon as possible, but not later than one hundred twenty (120) days after receipt of a request for review. If such an extension of time is required, written notice of the extension shall be furnished to the claimant before the end of the original sixty (60) day period which explains the reasons for the extension and the date a decision is expected. The decision on review shall be written in a manner calculated to be understood by the applicant, and shall include:

If the decision on review is not furnished within the time specified above, the claim shall be deemed denied on review.

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The Nielsen Appeals Committee shall have the full power, discretion and authority to adjudicate claims under the Plan. Any action on matters within the discretion of the Nielsen Appeals Committee will be conclusive, final and binding upon all Participants, Beneficiaries and alternate payees.

Prior to filing a law suit, a Participant, a Beneficiary or an alternate payee must exhaust all administrative remedies under the Plan. Any lawsuit must be filed within one year of the Nielsen Appeals Committee’s denial of the claim.

Section 15.05 – Indemnification