Exhibit 10.27
PHILIP MORRIS
INTERNATIONAL
SUPPLEMENTAL MANAGEMENT EMPLOYEES’
RETIREMENT PLAN
Effective March 28,
2008
(As amended and in effect as of
March 28, 2008)
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(Adopted on
December 23, 2008)
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TABLE OF
CONTENTS
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Page
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PREAMBLE
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1
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ARTICLE I
DEFINITIONS
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2
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(a)
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Accredited
Service
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2
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(b)
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Actuarial
Equivalent
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2
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(c)
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Administrator
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2
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(d)
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Allowances
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2
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(e)
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Appointee
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2
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(f)
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Beneficiary
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(g)
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Benefit
Equalization Plan
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(h)
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Change in
Circumstance
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(i)
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Change of
Control
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(j)
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Chief Executive
Officer
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(k)
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Company
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(l)
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Compensation
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(m)
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Deceased
Participant
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(n)
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Deceased
Retired Participant
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(o)
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Earned and
Vested
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8
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(p)
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Employee
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(q)
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Exchange
Act
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(r)
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Grandfathered
Deceased Participant
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8
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(s)
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Grandfathered
Deceased Retired Participant
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8
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(t)
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Grandfathered
Participant
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(u)
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Grandfathered
Retired Participant
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(v)
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Grandfathered
Supplemental Retirement Allowance
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(w)
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Grandfathered
Supplemental Survivor Allowance
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(x)
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Grandfathered
Supplemental SIB Allowance
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10
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(y)
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Latest Payment
Date
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(z)
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Optional
Payment
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(aa)
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Other
Plan
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(bb)
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Participant
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(cc)
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Payment
Date
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(dd)
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Plan
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(ee)
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Predecessor
Plan
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(ff)
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Profit-Sharing
Plan
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(gg)
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Retired
Participant
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(hh)
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Salaried
Retirement Plan
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(ii)
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Secular Trust
Participant
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(jj)
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Separation from
Service, Separates from Service or Separated from
Service
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(kk)
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Single Sum
Payment
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(ll)
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SMERP Benefit
Payment Date
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(mm)
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Specified
Employee
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(nn)
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Supplemental
Joint and Survivor Allowance
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(oo)
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Supplemental
Optional Payment Allowance
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(pp)
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Supplemental
Profit-Sharing Allowance or Profit-Sharing Allowance
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(qq)
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Supplemental
Retirement Allowance
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(rr)
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Supplemental
SIB Allowance Payment Date
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(ss)
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Supplemental
Survivor Allowance
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(tt)
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Supplemental
Survivor Allowance Payment Date
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(uu)
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Supplemental
SIB Allowance
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(vv)
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Survivor Income
Benefit Plan
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(ww)
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Vested
Retirement Allowance
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ARTICLE II
SUPPLEMENTAL RETIREMENT AND RELATED ALLOWANCES
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A.
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Supplemental
Retirement Allowances
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B.
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Supplemental
Survivor Allowances, Supplemental SIB Allowances and Supplemental
Optional Payment Allowances
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C.
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SMERP Benefit
Payment Date and Termination of Supplemental Retirement Allowances,
Supplemental Survivor Allowances, Supplemental Survivor Income
Benefit Allowances and Allowances Payable in the Form of an
Optional Payment
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D.
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Reduction of
Benefits
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E.
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Application or
Notification for Payment of Allowances
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ARTICLE III
SUPPLEMENTAL PROFIT-SHARING ALLOWANCES
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A.
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Supplemental
Profit-Sharing Allowances
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B.
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Credits to
Supplemental Profit-Sharing Allowance; SMERP Benefit Payment
Date
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ARTICLE IV
FUNDS FROM WHICH ALLOWANCES ARE PAYABLE
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A.
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Establishment
and Maintenance of Individual Accounts; Contributions
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B.
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Maintenance of
Book Reserves
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ARTICLE V
ADMINISTRATION
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A.
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Duties of the
Administrator
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B.
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Applicability
of Duties of the Administrator under the Salaried Retirement Plan
to the Plan
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ARTICLE VI
AMENDMENT AND DISCONTINUANCE OF THE PLAN
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A.
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Amendment of
the Plan by the Board of Directors of Philip Morris International
Inc., the Committee and the Administrator
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B.
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Termination of
the Plan
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C.
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Change of
Control Provisions
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ARTICLE VII
FORMS; COMMUNICATIONS
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A.
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Forms; Use of
Electronic Media
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B.
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Communications
Concerning the Plan
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ARTICLE VIII
INTERPRETATION OF PROVISIONS
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A.
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Discretionary
Authority to Interpret the Plan
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ARTICLE IX APPLICABILITY OF PROVISIONS OF
SALARIED RETIREMENT PLAN AND SURVIVOR INCOME BENEFIT
PLAN
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A.
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Applicability
of Provisions of Salaried Retirement Plan and Survivor Income
Benefit Plan to the Plan
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ARTICLE X
CERTAIN RIGHTS AND LIMITATIONS
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A.
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Nonassignment
and Nonalienation
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B.
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Benefits
Conditioned on Meeting All Requirements under the Plan
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EXHIBIT A
ACTUARIAL ASSUMPTIONS USED TO CALCULATE A SINGLE SUM
PAYMENT
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APPENDIX
1
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PHILIP MORRIS
INTERNATIONAL
SUPPLEMENTAL MANAGEMENT
EMPLOYEES’ RETIREMENT PLAN
PREAMBLE
The Philip Morris International
Supplemental Management Employees’ Retirement Plan as
hereinafter set forth governs the rights of any Employee designated
as a Participant under the Predecessor Plan on or after
March 28, 2008 and whose Separation from Service or Date of
Retirement is on or after March 28, 2008. The Plan shall also
govern the rights of any Employee designated as a Participant on or
after March 28, 2008.
Effective as of March 28, 2008,
the liabilities allocable to employees, former employees and
retired employees of the international tobacco operations conducted
by Philip Morris International Inc. and its subsidiaries were
transferred from the Predecessor Plan to the Plan.
It is intended that Grandfathered
Supplemental Retirement Allowances, Grandfathered Supplemental
Survivor Allowances, Grandfathered Supplemental Profit-Sharing
Allowances and Grandfathered Supplemental Survivor Income Benefit
Allowances with respect to Grandfathered Participants (and their
spouses and beneficiaries) not be subject to the requirements of
Section 409A of the Code and that the Plan be interpreted in
accordance with this intention. The provisions of the Plan shall
not be construed to change the time and form of payment of the
Grandfathered Supplemental Retirement Allowance, Grandfathered
Supplemental Survivor Allowance and Grandfathered Supplemental
Survivor Income Benefit Allowance considered deferred before
January 1, 2005 (within the meaning of Treasury Regulation
§1.409A-6(a)(2) and other provisions of the Treasury
Regulations under Section 409A of the Code) of a Grandfathered
Participant who is a Secular Trust Participant.
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ARTICLE I
DEFINITIONS
The following terms as used herein
and in the Preamble shall have the meanings set forth below. Any
capitalized term used herein or in the Preamble and not defined
below shall have the meaning set forth in the Salaried Retirement
Plan, the Profit-Sharing Plan or the Survivor Income Benefit Plan,
as the context may require.
(a) Accredited
Service
Accredited Service shall have the
same meaning as in the Salaried Retirement Plan, provided, however,
that Accredited Service shall also include the additional periods
of Accredited Service which may be credited to a Participant
pursuant to the provisions of Article II, A
(1) (a) of the Plan pursuant to the designation of an
Employee as a Participant under the Plan in accordance with Article
I (bb) of the Plan.
(b) Actuarial
Equivalent
Actuarial Equivalent shall mean a
benefit which is at least equivalent in value to the benefit
otherwise payable pursuant to the terms of the Plan, based on the
actuarial principles and assumptions set forth in Exhibit I to the
Salaried Retirement Plan.
(c) Administrator
Administrator shall have the same
meaning as in the Salaried Retirement Plan, except that the
Administrator shall not be a fiduciary (within the meaning of
Section 3(21) of ERISA) with respect to any portion or all of
the Plan which is intended to be exempt from the requirements of
ERISA pursuant to Section 4(b)(5) thereof.
(d) Allowances
Allowances shall mean a Supplemental
Retirement Allowance determined under Article II, A of the Plan, a
Supplemental Profit-Sharing Allowance determined under
Article III of the Plan and a Supplemental Survivor Allowance
determined under Article II, B of the Plan and Supplemental
Survivor Income Benefit Allowance determined under Article II, B of
the Plan.
(e) Appointee
Appointee shall mean the person or
entity who, pursuant to the provisions of the Plan, is empowered,
in his or its sole discretion, to designate an Employee as a
Participant and grant one or more Allowances under the
Plan.
(1) Appointee of a non-chief
executive officer .
The Appointee with respect to an
Employee who is not a chief executive officer of a Participating
Company shall be the chief executive officer of his Participating
Company.
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(2) Appointee of chief executive
officer .
The Appointee with respect to an
Employee who is a chief executive officer of a Participating
Company other than Philip Morris International Inc. shall be the
Chief Executive Officer.
(3) Appointee of Chief Executive
Officer .
The Appointee of the Chief Executive
Officer shall be the Compensation Committee of the Board of
Directors of Philip Morris International Inc.
(f) Beneficiary
Beneficiary shall mean:
(1) Single Sum Payments . In
the case of a Retired Participant whose form of payment of all or a
portion of his Supplemental Retirement Allowance after his
Separation from Service is a Single Sum Payment pursuant to Article
II, C of the Plan, but who dies after his Separation from Service
and before such Single Sum Payment is made:
(A) if the Retired Participant is
married on the date of his death, the Beneficiary of such Single
Sum Payment shall be the Spouse to whom he was married on the date
of death; and
(B) if the Retired Participant is
not married on the date of his death, the Beneficiary of such
Single Sum Payment shall be Retired Participant’s
estate.
A Participant or Retired Participant
may designate any other person or persons as the Beneficiary who is
to receive a Single Sum Payment of all or any portion of his
Supplemental Retirement Allowance in the event that he dies after
his Separation from Service and before such Single Sum Payment is
made by timely filing a beneficiary designation form with the
Administrator (or his delegate), provided, however, that if the
Participant or Retired Participant is married on the date of the
filing of such beneficiary designation form, his Spouse must
consent, in writing before a notary public to such
designation.
(2) Optional Payment . In the
case of a Grandfathered Participant who has elected pursuant to
Article II, C (6) of the Plan to receive after his Separation
from Service that portion of his Supplemental Retirement Allowance
equal to the Grandfathered Supplemental Retirement Allowance in the
form of an Optional Payment described in Article I,
(z) (2) or (3) of the Plan, the Beneficiary of such
Grandfathered Supplemental Retirement Allowance shall be the person
or persons designated by the Grandfathered Participant to receive
(or who, pursuant to the terms of such Optional Payment, will
receive) after his death a benefit according to the option elected
by the Grandfathered Participant.
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(3) Supplemental Profit-Sharing
Allowance . In the case of a Participant or Inactive
Participant who has been credited with a Supplemental
Profit-Sharing Allowance and who dies prior to the payment of such
Supplemental Profit-Sharing Allowance:
(A) if the Participant or Inactive
Participant is married on the date of his death, the Beneficiary of
such Supplemental Profit-Sharing Allowance shall be the Spouse to
whom he was married on the date of death; and
(B) if the Participant or Inactive
Participant is not married on the date of his death, the
Beneficiary of such Supplemental Profit-Sharing Allowance shall be
the Participant’s or Inactive Participant’s
estate.
A Participant or Inactive
Participant may designate any other person or persons (including a
trust created by the Participant or Inactive Participant during his
lifetime or by will) as the Beneficiary of his Supplemental
Profit-Sharing Allowance in the event of his death by timely filing
a beneficiary designation form with the Administrator (or his
delegate), provided that if the Participant or Inactive Participant
is married on the date of the filing of such beneficiary
designation form, his Spouse must consent, in writing before a
notary public to such designation.
(g) Benefit Equalization
Plan
Benefit Equalization Plan shall mean
the Philip Morris International Benefit Equalization Plan,
effective as of January 1, 2008, and as amended from time to
time, but only to the extent that benefits are payable pursuant to
Article II, A thereof.
(h) Change in
Circumstance
Change in Circumstance shall
mean:
(1) Marriage . The marriage
of the Grandfathered Participant;
(2) Divorce . The divorce of
the Grandfathered Participant from his Spouse (determined in
accordance with applicable state law), provided
(A) such Spouse was the Beneficiary
who is to receive an Optional Payment, or
(B) the Grandfathered Participant
elected pursuant to Article II, C (6) of the Plan to receive
an Optional Payment pursuant to Article I, (z) (1) of the
Plan;
(3) Death . The death of the
Beneficiary designated by the Grandfathered Participant to receive
an Optional Payment after the death of the Grandfathered
Participant; or
(4) Medical Condition . A
medical condition of the Beneficiary, based on medical evidence
satisfactory to the Administrator, which is expected to result in
the
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death of the Beneficiary within five
(5) years of the filing of an application for change in
Optional Payment method pursuant to Article II, C (6) of the
Plan.
(i) Change of
Control
(1) Change of Control shall mean the
happening of any of the following events with respect to a
Grandfathered Supplemental Retirement Allowance, a Grandfathered
Supplemental Survivor Income Benefit Allowance and Grandfathered
Supplemental Profit-Sharing Allowance:
(A) The acquisition by any
individual, entity or group (within the meaning of
Section 13(d)(3) or 14(d)(2) of the Exchange Act) (a
“Person”) of beneficial ownership (within the meaning
of Rule 13d-3 promulgated under the Exchange Act) of 20% or more of
either (i) the then outstanding shares of common stock of
Philip Morris International Inc. (the “Outstanding Company
Common Stock”) or (ii) the combined voting power of the
then outstanding voting securities of Philip Morris International
Inc. entitled to vote generally in the election of directors (the
“Outstanding Company Voting Securities”); provided,
however, that the following acquisitions shall not constitute a
Change of Control: (i) any acquisition directly from Philip
Morris International Inc., (ii) any acquisition by Philip
Morris International Inc., (iii) any acquisition by any
employee benefit plan (or related trust) sponsored or maintained by
Philip Morris International Inc. or any corporation controlled by
Philip Morris International Inc. or (iv) any acquisition by
any corporation pursuant to a transaction described in clauses (i),
(ii) and (iii) of subparagraph (C) of this Article
I, (i) (1) of the Plan; or
(B) Individuals who, as of the date
hereof, constitute the Board of Directors of Philip Morris
International Inc. (the “Incumbent Board”) cease for
any reason to constitute at least a majority of the Board of
Directors of Philip Morris International Inc.; provided, however,
that any individual becoming a director subsequent to the date
hereof whose election, or nomination for election by Philip Morris
International Inc.’s shareholders, was approved by a vote of
at least a majority of the directors then comprising the Incumbent
Board shall be considered as though such individual were a member
of the Incumbent Board, but excluding, for this purpose, any such
individual whose initial assumption of office occurs as a result of
an actual or threatened election contest with respect to the
election or removal of directors or other actual or threatened
solicitation of proxies or consents by or on behalf of a Person
other than the Board of Directors of Philip Morris International
Inc.; or
(C) Approval by the shareholders of
Philip Morris International Inc. of a reorganization, merger, share
exchange or consolidation (a “Business Combination”),
in each case, unless, following such Business
Combination:
(i) all or substantially all of the
individuals and entities who were the beneficial owners,
respectively, of the Outstanding Company Common Stock and
Outstanding Company Voting Securities immediately
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prior to such Business Combination
beneficially own, directly or indirectly, more than 80% of,
respectively, the then outstanding shares of common stock and the
combined voting power of the then outstanding voting securities
entitled to vote generally in the election of directors, as the
case may be, of the corporation resulting from such Business
Combination (including, without limitation, a corporation which as
a result of such transaction owns Philip Morris International Inc.
through one or more subsidiaries) in substantially the same
proportions as their ownership, immediately prior to such Business
Combination of the Outstanding Company Common Stock and Outstanding
Company Voting Securities, as the case may be;
(ii) no Person (excluding any
employee benefit plan (or related trust) of Philip Morris
International Inc. or such corporation resulting from such Business
Combination) beneficially owns, directly or indirectly, 20% or more
of, respectively, the then outstanding shares of common stock of
the corporation resulting from such Business Combination or the
combined voting power of the then outstanding voting securities of
such corporation except to the extent that such ownership existed
prior to the Business Combination; and
(iii) at least a majority of the
members of the board of directors of the corporation resulting from
such Business Combination were members of the Incumbent Board at
the time of the execution of the initial agreement, or of the
action of the Board of Directors of Philip Morris International
Inc., providing for such Business Combination; or
(D) Approval by the shareholders of
Philip Morris International Inc. of (1) a complete liquidation
or dissolution of Philip Morris International Inc. or (2) the
sale or other disposition of all or substantially all of the assets
of Philip Morris International Inc., other than to a corporation,
with respect to which following such sale or other
disposition:
(i) more than 80% of, respectively,
the then outstanding shares of common stock of such corporation and
the combined voting power of the then outstanding voting securities
of such corporation entitled to vote generally in the election of
directors is then beneficially owned, directly or indirectly, by
all or substantially all of the individuals and entities who were
the beneficial owners, respectively, of the Outstanding Company
Common Stock and Outstanding Company Voting Securities immediately
prior to such sale or other disposition in substantially the same
proportion as their ownership, immediately prior to such sale or
other disposition, of the Outstanding Company Common Stock and
Outstanding Company Voting Securities, as the case may
be;
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(ii) less than 20% of, respectively,
the then outstanding shares of common stock of such corporation and
the combined voting power of the then outstanding voting securities
of such corporation entitled to vote generally in the election of
directors is then beneficially owned, directly or indirectly, by
any Person (excluding any employee benefit plan (or related trust)
of Philip Morris International Inc. or such corporation), except to
the extent that such Person owned 20% or more of the Outstanding
Company Common Stock or Outstanding Company Voting Securities prior
to the sale or disposition; and
(iii) at least a majority of the
members of the board of directors of such corporation were members
of the Incumbent Board at the time of the execution of the initial
agreement, or of the action of the Board of Directors of Philip
Morris International Inc., providing for such sale or other
disposition of assets of Philip Morris International Inc. or were
elected, appointed or nominated by the Board of Directors of Philip
Morris International Inc.; and
(2) Change of Control shall mean the
happening of any of the events specified in Treasury Regulation
§1.409A-3(i)(5)(v), (vi) and (vii) with respect to
that portion of a Supplemental Retirement Allowance that is not a
Grandfathered Supplemental Retirement Allowance, that portion of a
Supplemental Survivor Income Benefit Allowance that is not a
Grandfathered Supplemental Survivor Income Benefit Allowance and
that portion of a Supplemental Profit-Sharing Allowance that is not
a Grandfathered Supplemental Profit-Sharing Allowance. For purposes
of determining if a Change of Control has occurred, the Change of
Control event must relate to a corporation identified in Treasury
Regulation §1.409A-3(i)(5)(ii), provided, however, that
(i) the spin-off of the shares of Philip Morris International
Inc. to the shareholders of Altria Group, Inc. shall not be
considered to be a Change of Control, and (ii) any change in
the Incumbent Board coincident with such spin-off shall not be
considered to be a Change of Control.
(j) Chief Executive
Officer
Chief Executive Officer shall mean
the chief executive officer of Philip Morris International
Inc.
(k) Company
Company shall mean PMI Global
Services Inc. PMI Global Services Inc. is the sponsor of the
Plan.
(l) Compensation
Compensation shall have the same
meaning as in the Salaried Retirement Plan, except that in
computing the Retirement Allowance and Supplemental Retirement
Allowance of an Employee in salary Band A or B who was not age
fifty-five (55) or older at December 31, 2006,
Compensation shall mean the lesser of (i) his annual base
salary plus annual incentive award, and
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(ii) annual base salary plus annual
incentive award at a business rating of 100 and individual
performance rating of “Exceeds.”
(m) Deceased
Participant
Deceased Participant shall mean any
Participant who died while he was an Employee and who had a
nonforfeitable right to any portion of his Supplemental Retirement
Allowance.
(n) Deceased Retired
Participant
Deceased Retired Participant shall
mean any Retired Participant who died after his Date of Retirement
but prior to the SMERP Benefit Payment Date of his Supplemental
Retirement Allowance.
(o) Earned and
Vested
Earned and Vested shall mean, when
referring to an Allowance or any portion of an Allowance, an amount
that, as of January 1, 2005, is not subject to a substantial
risk of forfeiture (as defined in Treasury Regulation
§1.83-3(c)) or a requirement to perform future
services.
(p) Employee
Employee shall mean any person who
(1) is employed on a salaried basis by a Participating
Company, (2) is a member of a select group of management or a
highly compensated employee, and (3) is a participant in the
Salaried Retirement Plan, the Profit-Sharing Plan, or both such
plans.
(q) Exchange Act
Exchange Act shall mean the
Securities Exchange Act of 1934, as amended from time to time, and
any successor thereto.
(r) Grandfathered Deceased
Participant
Grandfathered Deceased Participant
shall mean a Grandfathered Participant who died while he was an
Employee and who had a nonforfeitable right to any portion of his
Supplemental Retirement Allowance.
(s) Grandfathered Deceased
Retired Participant
Grandfathered Deceased Retired
Participant shall mean a Retired Participant who, at the time of
his death, was eligible to receive a Grandfathered Supplemental
Retirement Allowance that was Earned and Vested.
(t) Grandfathered
Participant
Grandfathered Participant shall
mean:
(1) a Participant who is eligible
for a Grandfathered Supplemental Retirement Allowance that was
Earned and Vested; or
8
(2) a Participant who is eligible
for a Grandfathered Supplemental Profit-Sharing Allowance that was
Earned and Vested;
and who, in each instance, is a
participant in the executive trust or is a Secular Trust
Participant.
(u) Grandfathered Retired
Participant
Grandfathered Retired Participant
shall mean a Retired Participant who is eligible for a
Grandfathered Supplemental Retirement Allowance.
(v) Grandfathered Supplemental
Retirement Allowance
Grandfathered Supplemental
Retirement Allowance shall mean the present value of that portion
(or all) of the Supplemental Retirement Allowance earned to
December 31, 2004 to which the Grandfathered Participant would
have been entitled under the Plan if he had voluntarily terminated
services without cause on December 31, 2004 and received a
payment on the earliest possible date allowed under the Plan to
receive payment of a Supplemental Retirement Allowance following
the termination of services and receive the benefits in the form
with the maximum value; provided, however, that for any subsequent
year such Grandfathered Supplemental Retirement Allowance may
increase to equal the present value of the benefit the
Grandfathered Participant actually becomes entitled to, in the form
and at the time actually paid, determined in accordance with the
terms of the Plan (including applicable Statutory Limitations) as
in effect on October 3, 2004, without regard to any further
services rendered by the Grandfathered Participant after
December 31, 2004, or any other events affecting the amount of
or the entitlement to benefits (other than an election with respect
to the time and form of an available benefit). In computing that
portion of the Supplemental Retirement Allowance that is the
Grandfathered Supplemental Retirement Allowance of a Grandfathered
Participant who is eligible for an Early Retirement Allowance,
whether reduced or unreduced (but is not eligible for a Full or
Deferred Retirement Allowance) under the Salaried Retirement Plan
as of the Grandfathered Participant’s Separation from
Service, or, in the discretion of the Administrator, the end of the
Grandfathered Participant’s policy severance, such
Grandfathered Supplemental Retirement Allowance shall be the
Actuarial Equivalent of that portion of the Grandfathered
Participant’s Supplemental Retirement Allowance that is the
Grandfathered Supplemental Retirement Allowance, computed as though
such benefit were payable under the terms of the Salaried
Retirement Plan in the form of a Retirement Allowance commencing on
the first day of the month coincident with or next following the
Grandfathered Participant’s Separation from Service or, in
the discretion of the Administrator, the end of the Grandfathered
Participant’s policy severance; provided, however, that
solely for purposes of determining the early retirement factor to
be applied in determining the Actuarial Equivalent of such benefit,
the earliest date on which the Grandfathered Participant shall be
treated as being entitled to an unreduced benefit under the
Salaried Retirement Plan for purposes of Exhibit 1 to the Salaried
Retirement Plan shall be the earliest date on which the
Grandfathered Participant would have been entitled to an unreduced
benefit if the Grandfathered Participant had voluntarily terminated
employment on December 31, 2004.
9
(w) Grandfathered Supplemental
Survivor Allowance
Grandfathered Supplemental Survivor
Allowance shall mean the present value of that portion (or all) of
the Supplemental Retirement Allowance earned to December 31,
2004 to which the Spouse of the Grandfathered Participant or
Grandfathered Retired Participant would have been entitled under
the Plan if he had died on December 31, 2004 and his Spouse
had received a payment on the earliest possible date allowed under
the Plan to receive payment of a Supplemental Survivor Allowance
following the date of death and receive the benefits in the form
with the maximum value; provided, however, that for any subsequent
year such Grandfathered Supplemental Survivor Allowance may
increase to equal the present value of the benefit the Spouse of
the Grandfathered Participant or Grandfathered Retired Participant
actually becomes entitled to, in the form and at the time actually
paid, determined in accordance with the terms of the Plan
(including applicable Statutory Limitations) as in effect on
October 3, 2004, without regard to any further services
rendered by the Grandfathered Participant or Grandfathered Retired
Participant after December 31, 2004, or any other events
affecting the amount of or the entitlement to benefits (other than
an election with respect to the time and form of an available
benefit).
(x) Grandfathered Supplemental
SIB Allowance
Grandfathered Supplemental SIB
Allowance shall mean the present value of that portion (or all) of
the Supplemental SIB Allowance earned to December 31, 2004 to
which the Spouse of a Grandfathered Participant or of a
Grandfathered Retired Participant would have been entitled under
the Plan if he had died on December 31, 2004 and his Spouse
had received a payment on the earliest possible date allowed under
the Plan to receive payment of a Supplemental SIB Allowance
following the date of death and receive the benefits in the form
with the maximum value; provided, however, that for any subsequent
year such Grandfathered Supplemental SIB Allowance may increase to
equal the present value of the benefit the Spouse of the
Grandfathered Participant or Grandfathered Retired Participant
actually becomes entitled to, in the form and at the time actually
paid, determined in accordance with the terms of the Plan
(including applicable Statutory Limitations) as in effect on
October 3, 2004, without regard to any further services
rendered by the Grandfathered Participant or Grandfathered Retired
Participant after December 31, 2004, or any other events
affecting the amount of or the entitlement to benefits (other than
an election with respect to the time and form of an available
benefit).
(y) Latest Payment
Date
Latest Payment Date shall
mean:
(1) in the case of a Supplemental
Retirement Allowance, the later of:
(A)
December 31 st of the year in which the
Payment Date occurs, and
(B) the fifteenth day of the third
month following the Payment Date;
(2) in the case of a Supplemental
Survivor Allowance, the later of:
10
(A)
December 31 st of the year in which the
Supplemental Survivor Allowance Payment Date occurs, and
(B) the fifteenth day of the third
month following the Supplemental Survivor Allowance Payment Date;
and
(3) in the case of a Supplemental
SIB Allowance, the later of:
(A)
December 31 st of the year in which the
Supplemental SIB Allowance Payment Date occurs, and
(B) the fifteenth day of the third
month following the Supplemental SIB Allowance Payment
Date.
(4) in the case of a Supplemental
Profit-Sharing Allowance, the later of:
(A)
December 31 st of the year in which the
Payment Date occurs, and
(B) the fifteenth day of the third
month following the Payment Date.
(z) Optional
Payment
Optional Payment shall mean the
following optional forms in which that portion of a Supplemental
Retirement Allowance that is the Grandfathered Suppleme