corporate travel and entertainment policy

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Page 1 of 16 Corporate Travel and Entertainment Policy Updated 7-1-2018 A. Guiding Principles ...................................................................................................................... 2 B. Summary of Reimbursable/Non-Reimbursable Expenses ......................................................... 3 C. Reservation Process/Travel Agency ........................................................................................... 5 D. Policies for Specific Travel and Entertainment Items ................................................................ 6 1. Air Travel........................................................................................................................... 6 2. Lodging.............................................................................................................................. 7 3. Ground Transportation...................................................................................................... 8 4. Meals .............................................................................................................................. 11 5. Receipt Requirements..................................................................................................... 12 6. Entertainment ................................................................................................................. 13 7. Associate Recognition/ Incentive Travel……………………………………………………………………... 13 8. Meetings ......................................................................................................................... 13 9. Vendor Related Travel .................................................................................................... 14 10. Miscellaneous............................................................................................................... 14 11. Foreign Travel............................................................................................................... 15 E. Contact List .............................................................................................................................. 16 1. Business Travel Reservations .......................................................................................... 16 2. T&E Credit Card……......................................................................................................... 16

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Page 1: Corporate Travel and Entertainment Policy

Page 1 of 16

Corporate Travel and Entertainment Policy

Updated 7-1-2018

A. Guiding Principles ...................................................................................................................... 2

B. Summary of Reimbursable/Non-Reimbursable Expenses ......................................................... 3

C. Reservation Process/Travel Agency ........................................................................................... 5

D. Policies for Specific Travel and Entertainment Items................................................................ 6

1. Air Travel........................................................................................................................... 6

2. Lodging.............................................................................................................................. 7

3. Ground Transportation...................................................................................................... 8

4. Meals .............................................................................................................................. 11

5. Receipt Requirements..................................................................................................... 12

6. Entertainment................................................................................................................. 13

7. Associate Recognition/ Incentive Travel……………………………………………………………………... 13

8. Meetings......................................................................................................................... 13

9. Vendor Related Travel .................................................................................................... 14

10. Miscellaneous............................................................................................................... 14

11. Foreign Travel............................................................................................................... 15

E. Contact List.............................................................................................................................. 16

1. Business Travel Reservations .......................................................................................... 16

2. T&E Credit Card……......................................................................................................... 16

Page 2: Corporate Travel and Entertainment Policy

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A. Guiding Principles

1. This policy applies to all associates of Sears Holdings (SHC), or any SHC subsidiary,

affiliate or related company. It is the responsibility of each business leader, manager and associate to correctly and consistently apply this policy.

All associates traveling or entertaining on company business have the responsibility to ensure their travel and entertainment expenses comply with this policy and related Sears Holdings’ policies including:

Code of Conduct

Corporate Card (P-Card and T&E Card) and Expense Reporting Policy

Travel Security Policy and Procedures All associates are required to book business travel and file expenses in Concur in accordance with SHC policies. As an associate, your submission of an expense report in Concur indicates your understanding of the policy and your agreement that you have adhered to the policy. Associates who do not comply with this policy may be subject to delay or denial of expense reimbursement and/or, disciplinary action, up to and including termination. The manager who approves an expense report is responsible for accurately reviewing expense reports for compliance. SHC will reimburse associates for all reasonable and necessary expenses while traveling on authorized company business or entertaining business clients. SHC assumes no obligation to reimburse associates for expenses that are not in compliance with this policy.

Pre-Approval Requirements

The following situations require written pre-approval from your BU President and the approval must be attached with your receipts in Concur. Refer to the rest of the policy for other approval requirements.

Travel outside of North America (defined as outside U.S., Canada, Caribbean and Mexico)

Domestic airfare greater than $1,500

Spouse/Guest Travel (must be reported to Payroll as taxable income to the SHC associate)

Conferences, Industry Events Meetings, and Trade Shows when the total expenditure, including related travel costs is greater than $1,000

Associate Recognition/Incentive greater than $1,000

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B. Summary of Reimbursable/Non-Reimbursable Expenses

Reimbursable Expenses

Reimbursable with Management Approval

Never Reimbursable or

Allowable1

Air Travel

Economy Class travel, lowest

applicable fare

International travel outside North America, Domestic airfare greater than $1,500 and other pre-approval requirements per Section A of this policy

Premium Economy or Economy Plus Class for international travel if offered by airline, and where the difference from the Economy Class lowest applicable fare is less than $500.00

Extending travel dates for non-business purposes. Associate is responsible for any incremental cost.

First or Business

Class travel Book a higher class of

service than allowed by policy

Personally pay the fare difference to book a higher class of service than allowed by policy

Airline Ticket Exchange Fees for business purposes

Airline Ticket Exchange Fees

for non-business purposes.

Associate is responsible for

fees.

Airline club dues or memberships

Additional travel accident insurance

Airfone charges

TSA Pre-approval fees

Reasonable baggage fees Excessive baggage fees

Airline offerings such as options to purchase miles, early boarding, seat assignment, airport express lines, etc.

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Reimbursable Expenses

Reimbursable with Management Approval

Never Reimbursable or

Allowable1

Lodging Room, business center,

internet and phone expenses plus tax

Health Club/Fitness Center fees not to exceed $10 per day

Associates within reasonable travel distance from their daily workplace are expected to return to their daily workplace. Individual circumstances will determine what is reasonable but generally a trip of 100 miles or less one-way does not require an overnight stay.

Personal incidentals (in- room movies, cable, etc.)

No-Show charges (no cancellation)

Ground Transportation

Rental car, taxi, shared limousine/ride, rail, public, etc.

Private car limousine Chartered limousine service rented hourly

Compact cars Intermediate or Full-size cars

Luxury/Premium rental cars

Rental car insurance on international rentals only

Rental Car insurance on domestic rentals

Fuel reimbursement for rental cars only

Mileage with rental car

Tolls as incurred Toll Responder replenishments for use in company vehicles only

Toll Responder in personal vehicle

Short-term airport parking for same day trips

Long-term or off airport parking

Valet parking

Business use of personal vehicle

Travel to/from daily workplace

Repairs to personal vehicle while traveling on company business

\

Tips and gratuities for ground transportation, luggage, etc. up to $10 per day

Traffic and parking tickets

Meals

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Reimbursable Expenses

Reimbursable with Management Approval

Never Reimbursable or

Allowable1

Meal expenses up to $36 per day ($60 per day in select cities specified in this policy) inclusive of tax and gratuity

Individual meal expenses incurred in the city in which the primary work location of the associate is located

When meals are provided as part of a conference or meeting

Lunch (same day trips)

Entertainment

Business entertainment (within allowable limits)

Associate Recognition/Incentives

Spouse/Guest Travel

Certain awards and incentives (must be reported to Payroll as additional taxable income to the SHC associate) greater than $1,000

Other

Visas, passports and immunization required for business travel

Child or pet care and house- sitting fees

Theft, loss or damage to personal items

Laundry expense (for trips exceeding 5 consecutive nights and 6 days)

Laundry Expenses (for trips less than 5 nights)

Internet service fees required on business (e.g., hotel/airport wireless)

1This listing is not all inclusive. Expenses not specifically allowed within the policy and not on this list

should be approved by management.

C. Reservation Process/Travel Agency 1. Management is responsible to ensure SHC T&E corporate cards are issued to

associates that require business travel and that associates comply with SHC corporate card and travel policies. All reservations and travel expenses incurred must be placed on the card.

2. All domestic reservations must be made using Sears Holdings online travel reservation system Concur.

3. Reservations should only be called in to American Express Travel at 646-817-9626 under the following circumstances:

a. International reservations excluding travel to Canada or Mexico.

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b. The associate does not have a company-issued corporate card. Personal credit cards or other personal payment methods should not be used.

c. Associates are responsible for providing their correct overhead to America Express Travel for internal chargebacks.

4. Personal reservations are not allowed to be placed on the online travel reservation system or called in to American Express Travel.

The use of any other travel agency, website or direct purchase from an airline, hotel or car rental company is prohibited unless otherwise specified in this policy.

D. Policies for Specific Travel and Entertainment Items 1. Air Travel

Associates should select the lowest applicable airfare when traveling on company business. Associates and their management are responsible to ensure travel is required and that cost saving options such as SKYPE, video conferencing, alternate airports, connections, one-stop flights, modifying time schedules, etc. are considered.

a. Class of Service

First Class or Business Class travel is not allowed.

International Flights

BU President pre-approval of trip is required for travel outside North America.

Economy Class should be booked for all International flights, at the lowest applicable airfare.

Economy Plus or Premium Economy can be booked if the difference between lowest applicable Economy and Economy Plus or Premium Economy is less than $500. Associates are not permitted to book if the difference from Economy exceeds $500 or to personally pay amounts over the $500 policy limit to take Economy Plus or Premium Economy.

Flights must be purchased at least 21 days in advance. Any

exception must be fully justified and pre-approved by the

associate’s SVP.

Airfare must be booked through SHC’s travel agency American Express 646-817-9626, excluding airfare to Canada or Mexico which the associate can book through SHC’s online reservation system (Concur).

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Domestic Flights

Economy coach must be booked for all domestic flights, at the lowest applicable airfare.

Flights must be purchased at least 14 days in advance. Any exception must be fully justified and pre-approved by the associate’s SVP.

Airfare must be booked through SHC’s online reservation system (Concur).

b. Airline Carrier Selection

Associates are required to select the lowest applicable Economy Class fare, and to use preferred carriers as identified in our online reservation system (Concur) whenever those fares are the same or lower than those of other carriers with similar schedules.

c. Cancellations/Exchanges

Airline ticket cancellation must be either called in or cancelled online prior to departure time of flight.

When it is possible to exchange an unused non-refundable ticket for credit, the credit will be used for the benefit of the company.

d. Number of Associates Allowed on the Same Flight

To ensure business continuity, it is important to protect Sears Holdings by limiting the number of associates who travel together.

Listed below is the maximum number of associates allowed to travel on the same aircraft:

25 Associates

12 Officers of the Company – with never more than 50% of a business unit’s or support unit’s officers traveling together

5 Chief Executives of any Business or Support unit

3 Members of the Holding Company Board

e. Miscellaneous

Associates are not permitted to use their privately-owned aircraft or personally pilot aircraft in conjunction with any company-related business.

2. Lodging Associates within reasonable travel distance from their daily workplace are expected to return to their daily workplace. Individual circumstance will determine what is reasonable but generally a trip of 100 miles or less one-way does not require an overnight stay. Associates must stay in company-preferred hotels whenever possible. In the event no preferred hotel is available, reserve a room at an alternate, moderately-priced hotel in Concur.

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a. Reservations

Hotel reservations must be made through the Concur online reservation. Exceptions:

Staying with family/friends

Attending a convention/conference with a favorable discounted group rate

Attending a company-sponsored meeting where rooms have been set aside for the entire group

b. Cancellations and “No-Shows”

If a reserved room will not be used, it is the traveler’s responsibility to cancel the reservation prior to the hotel’s cancellation deadline (considering local hotel time) and to obtain a cancellation number.

If the traveler incurs a “no-show” charge and does not have a valid cancellation number, it is not reimbursable, and the traveler is responsible for the charge. Associates are responsible for correcting their own “no- show” expenses.

c. Room Charges (Meals)

Any meals charged to the hotel room must be classified as Room Service and adhere to SHC daily meal allowances when itemizing hotel expenses in Concur.

3. Ground Transportation Cost and alternatives should be considered before selecting ground transportation.

a. Rental Car

Provider – It is important to rent from the company’s preferred rental car supplier(s), as insurance is included in the rates when renting in the U.S.

Size of Vehicle

o Compact cars must be reserved

o With manager’s approval, a larger vehicle may be reserved if the size of the group or other extenuating circumstances makes a compact car impractical.

Insurance

o Insurance coverage must be declined when renting in the United States.

o Vehicle liability insurance must be purchased when renting outside the United States.

o Associates renting cars for business should be aware that the rental agreements do not provide coverage for accidents caused by uninsured or underinsured motorists (UM/UIM).

UM/UIM is a type of coverage that provides an avenue for an

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individual to recover tort damages, (economic and non-economic) from their own insurance company in the event that they are involved in an auto accident with a third party who is at fault for the accident and does not carry insurance or has insurance limits that are insufficient to fully respond to the injured person’s claim. When this occurs, the individual’s own insurance carrier will “step into the shoes” of the fault party and respond to the claim, up to the amount of the policy’s UM/UIM limit.

Associates with personal autos may wish to check with their personal auto insurance company to see if any UM/UIM coverage available on their personal auto policy will protect them in the event that they are involved in an accident with a UM/UIM while in a rental vehicle for Company business.

Accidents - In the event of an accident in a rental car:

o Promptly report the accident to the local police and the car rental company.

o Retain copies of any police reports or damage reports.

o Sears/Kmart associates – Only in the event of an injury or potential injury, contact Sears Holdings’ Incident Center (800-727-0121).

o Follow Avis/Budget Accident Procedures

Refueling – Associates should decline refueling programs, and fill the tank prior to returning the vehicle.

b. Taxi, Shared Limousine/Ride

For transportation between hotel and the airport, associates are encouraged to use courtesy buses or other scheduled service provided by the hotel, or public transportation.

When required, a taxi or shared limousine/ride service to/from the airport should be used in lieu of a private limousine within the U.S.

c. Personal Automobiles

Associates with a valid driver’s license and current automobile insurance may drive their personal automobiles on company business, if approved in advance.

Insurance - Associates regularly using personal cars more than 12 times each year for company business must maintain minimum auto liability coverage of: $100,000 per person,

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$300,000 per accident for bodily injury and

$ 50,000 for property damage

d. Mileage Allowance

A mileage allowance for driving a personal automobile on company business is reimbursable at SHC’s mileage reimbursement rates specified in the mileage expense line items in Concur. This mileage allowance is intended to reimburse associates for insurance, gas, oil, maintenance, repairs, depreciation and other normal operating expenses.

Associates must complete a daily Mileage Log when computing multiple days of mileage, then input combined miles when submitting their monthly expense report in Concur. The Mileage Log will serve as a receipt and must be submitted in Concur along with any other required receipts. The Mileage Log can be downloaded from Sears Holdings Travel Intranet Site under Personal Mileage Reimbursement.

Each business normally assigns an associate to a Company work location or office. In rare instances, an associate may be required by the terms of his/her employment to work solely out of his/her home. Unless specifically designated and approved by the business unit VP, all associates are deemed to have a regular work location at the nearest company store or facility, where they may pick-up and send faxes, make telephone calls and work on company business.

No mileage allowance for normal daily commute: No mileage reimbursement is allowed for normal daily commute between an associate’s home and assigned work location or office. Your normal daily commute – regardless of the distance – is considered a non-reimbursable personal expense.

Mileage to temporary work location: An associate reporting to work at a location other than his/her normal work location or office may be reimbursed for mileage in excess of his/her normal daily commute mileage between home and regularly assigned work location or office. If an overnight stay is required at the temporary work location, reimbursable mileage may be calculated on a door-to-door basis.

Associates not assigned to a Company work location or office

o Associates Who Travel Full-time: Associates whose job descriptions require full-time travel and who do not have a assigned office location (either at a Company location or at home) must consider the mileage from home to their first work site of the day and the mileage from their last work site of the day to their home, as their daily commute for which no mileage reimbursement will be paid, as long as these locations are within the general metropolitan area where the associate resides.

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o Associates Required to Work Out of Their Homes Only: Associates who are required as part of their job descriptions to work out of their homes where they must perform essential administrative and management tasks because they have nowhere else to perform them may calculate mileage reimbursements on a door-to-door basis. Since most SHC associates have either an assigned work location or are not required by their job descriptions to perform essential administrative and management functions out of their homes, this paragraph should apply to few, if any, associates.

o Mileage allowance involving an overnight stay: Associates who travel full-time or who are not assigned a company work location may calculate mileage allowance on a door-to-door basis when an overnight stay is required at their temporary work location.

e. Company-owned Vehicles

Associates driving a company-owned vehicle should refer to “Company-Owned Vehicles” under SHC’s Policies and Procedures.

f. Miscellaneous

The use of a motorcycle or motor-driven cycle is not authorized for any Company business.

4. Meals a. Meal – Individual

An individual meal is defined as an expenses incurred by an associate when dining alone (includes room service and in-flight meals). The daily limit is $36 per day, inclusive of tax and gratuity. Associates will be personally responsible for amounts over the daily policy limits.

o Individual meal limit of $6 breakfast, $11 lunch and $19 dinner applies when the associate’s schedule includes a partial travel day.

Exceptions – Boston, Chicago, Honolulu, Los Angeles, Miami, New York, San Diego, San Francisco, Seattle, Washington DC and all international destinations including Puerto Rico and Canada. The daily limit is $60 per day, inclusive tax and gratuity. o Individual meal limit of $9 breakfast, $16 lunch and $35 dinner applies

when the associate’s schedule includes a partial travel day.

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Meal Reimbursement Times

Trip Breakfast Lunch Dinner

Same Day Depart home/workplace prior to 6:30 am

No Return home/workplace

after 7:00 pm

Overnight Depart home/workplace prior to 6:30 am

Depart home/workplace

before 11:00am or return

home/workplace after 1:00pm

Return home/workplace after 7:00pm or

depart from home/workplace before 5:00pm

In most situations, an individual meal expense incurred in the city in which the primary work location of the associate is located is not reimbursable.

Associates are not allowed to submit meal expenses when meals are provided at a company meeting or provided as part of a conference or seminar.

b. Meal – Group

A group meal is defined as a meal for more than one associate, and should be purchased by the highest-ranking associate on his/her company-issued credit card. The daily limit is $36 per day, inclusive of tax and gratuity.

Exceptions – Boston, Chicago, Honolulu, Los Angeles, Miami, New York, San Diego, San Francisco, Seattle, Washington DC and all international destinations including Puerto Rico and Canada. The daily limit is $60 per day, inclusive of tax and gratuity.

Meals - Group should be the selected expense type in Concur, and the names of all associates attending the meal must be included in the expense report entry.

5. Receipt Requirements Itemized receipts are required for all cash transactions over $10 and all corporate card transactions over $25. Associates should opt in for electronic receipts in their Concur profile to automatically capture certain types of receipts in their expense reports (e.g. airline tickets, certain hotels, etc.) and are required to upload all other required receipts to their Concur monthly expense report.

Receipts are not required for travel, which is exclusively:

Mileage (daily log required when computing multiple days of mileage)

Tolls under $25

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6. Entertainment Associates are responsible for ensuring that costs related to entertainment are prudent, reasonable and serve a demonstrated business purpose. All approved entertainment expenses must be separately itemized in Concur and include the names of all attendees and an indication of whether they are an SHC associate, a vendor or a guest.

7. Associate Recognition/ Incentive a. Associate Recognition

Recognition events and corresponding expenses should be commensurate with company policy (if applicable).

Associate Recognition/Incentive greater than $1,000 must have appropriate approval in advance to charge any recognition expense to the company per section A of this policy

Questions regarding this policy should be directed to your Human Resources representative

b. Incentive Travel Programs

Competitive bidding through SHC’s Offsite Events Manager or Procurement is required for any incentive/recognition/reward program involving a travel reward when the expense is greater than $25,000. All incentive travel and corresponding expenses (including guest/spousal travel) must be reported to Payroll as taxable income to the SHC associate.

8. Meetings a. Off-Site and Local Meetings (SHC Sponsored)

All off-site meetings conducted at a location other than the Michigan Campus Support Center or the Hoffman Estates Support Center, and all meetings requiring hotel accommodations, must be approved in advance of the event. It is the responsibility of the business unit to attain the approvals required by this policy and SHC Conference Services.

b. Meeting Planning

Size of Group

Meeting Requirements Contact

30 or more

Hotel – Hoffman

Estates

Off-site meeting space Site selection, rate

negotiations, menus, etc.

SHC’s Off-Site Events Manager /Hoffman Estates (847-286-8975)

10 – 30 Air, hotel, meeting space, etc.

American Express Small Meetings Group (646-817-9626)

Under 10 Minimum requirements Refer to SHC’s Small Meetings Guide

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c. Conferences/Industry Events/Training

An individual associate’s attendance at any off-site conference, convention, and/or similar event requires advance approval by your BU President prior to making reservations or paying conference fees when greater than $1,000. This applies to all conferences, even if travel and/or conference fees are not paid for by the company. This approval must be included with receipts when filing the expense report in Concur.

9. Vendor Related Travel Refer to SHC’s Vendor Allowance Policy for requirements on vendor funded travel. Refer to SHC’s Third-Party Service Provider Travel Requirements & Expense Reporting Policy for requirements on travel reimbursement, where required by contractual agreement.

10. Miscellaneous a. Airport Parking

There are significant savings that can be realized by parking in long-term parking and off-airport lots. The cost of parking should be compared to the expense of taxi or shared limousine/ride services. Short term parking should be limited to same day trips.

b. Telephone Calls

Associates will be reimbursed for business calls and reasonable personal calls when traveling on Company business in accordance with Sears Holdings Telecommunications policies.

c. Gratuities

Tips in excess of the following amounts may be denied:

$2.00 per incident for baggage handlers, porters, shuttle drivers

15 percent of bill for meals

20 percent of trip charge for taxis A claim for any expense involving tips will constitute a certification on the part of the associate submitting the claim that the amounts were actually given to the service provider.

d. Dry Cleaning and Laundry

Dry cleaning and laundry expenses are allowed only for trips exceeding five (5) nights and six (6) consecutive days.

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11. Foreign Travel a. Foreign Travel

Safety and security are of primary importance when travelling internationally. Review SHC’s Travel Security Policy and Procedures before planning foreign travel and adhere to the company’s policy to book at least 21 days in advance.

b. Convention/conference Travel

All convention/conference travel must be approved by the BU President prior to making any reservations or paying conference fees.

Any associate who attends a convention, seminar or similar meeting that is held outside the United States and its possessions, Canada, Mexico, the Trust Territory of the Pacific Islands and certain Caribbean countries, must indicate on his/her expense report that the trip is a foreign convention and provide the following information:

The purpose of the meeting and the activities taking place at the meeting.

The purpose and activities of the sponsoring organizations or groups.

The residence of the active members of the sponsoring organization and the places at which other meetings of the sponsoring organization or groups have been held or will be held.

A statement, signed by the associate, that the meeting is directly related to the associate’s job and that, taking into account the above information and any other relevant information that the associate may provide, it is as reasonable for the meeting to be held outside the United States and the above locations as within the United States and the above locations.

If an associate is unsure whether the meeting constitutes a convention, seminar or similar meeting or if a convention location is outside the United

States and the above locations, associate may contact SHC’s Tax Department.

c. Foreign Travel By the Chief Executive Officer’s Direct Reports

Foreign convention travel by the CEO’s direct reports should not be planned without prior consultation with the Tax Department.

Certain costs incurred for travel outside the US by associates who report directly to the CEO may be “non-business” and nondeductible to SHC under IRS expense allocation rules. Such associates must reimburse Sears Holdings for any allocable costs of foreign travel deemed non-deductible due to allocation to non-business purposes. Generally, the expense of foreign travel will be allocated between business (deductible) and non-business (non- deductible) based on the ratio of business days to non-business days.

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E. Contact List

1. Business Travel Reservations Online Travel Reservations - Concur Concur System

American Express Standard Hours Mon. – Fri. 7:30 – 5:30 PM CST

Online Reservation Help Desk 646-817-9626

International Reservations 646-817-9626

American Express Emergency & After Hours (subject to fees)

646-817-9626 (outside standard hours of Mon.-Fri. 7:30 – 5:30 PM CST)

2. T&E Credit Card Corporate Card Support E-mail [email protected] or

call 888-404-9646 Mon. – Fri. 6:30 am – 5:30 pm CST

Bank of America Customer Service 888-449-2273 (24 Hours) Report Lost, Stolen, Damaged Cards 888-449-2273 (24 Hours)