[INGRAM MICRO LETTERHEAD]
Provide eligible executive officers of the Company continuing financial security in the event the Company
terminates their employment without "cause." This policy sets forth the terms and conditions regarding the
payment of severance benefits for eligible executive officers.
This policy applies to (i) Ingram Micro's chief executive officer, (ii) executive officers of the Company elected by
the Company's Board of Directors who report to either the chief executive officer or the chief operating officer of
the Company, and (iii) such other executive officers elected by the Company's Board of Directors as the Human
Resources Committee of the Board of Directors may determine from time to time in their discretion.
3.1 ELIGIBILITY - Eligible executive officers are entitled to the severance benefits described in this policy if
their employment is terminated by the Company without "cause". Eligible executive officers shall not be entitled to
receive severance benefits if their employment with the Company is terminated (i) by the Company for "cause",
(ii) due to their resignation for any reason; (iii) due to their disability; (iv) due to their retirement; or (v) as a result
of their death.
3.2 BENEFITS - The following severance benefits will be provided to eligible executive officers meeting the
eligibility criteria for severance set forth above:
3.2.1 The greater of:
18.104.22.168 The sum of: (i) the eligible executive officer's Base Salary in effect on the effective date of the termination
of employment with the Company ("Effective Date"); and (ii) the executive officer's Target Annual Bonus in effect
on the Effective Date; OR
22.214.171.124 The product of 1/12th times the sum of (i) the executive officer's Base Salary in effect on the Effective
Date and (ii) the executive officer's Target Annual Bonus in effect on the Effective Date, multiplied by the number
of full years' of employment with the Company.