Exhibit 10.21
Rexnord Supplemental Retirement
Plan
EFFECTIVE MAY 1, 2008
(3-13-08)
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Rexnord Supplemental Retirement
Plan
Effective as of May 1, 2008,
REXNORD LLC (the “Company”) hereby establishes
the REXNORD SUPPLEMENTAL RETIREMENT PLAN (the
“Plan”) for the benefit of certain Eligible Employees
and their beneficiaries.
The Plan is not a qualified pension
plan under Section 401(a) of the Internal Revenue Code of 1986
as amended (the “Code”); however, the Company intends
that the Plan be an “employee welfare benefit plan” as
defined in the Employee Retirement Income Security Act of 1974 as
amended (“ERISA”).
This document sets forth rights and
obligations of the Company and each Participant with respect to the
Plan as provided below.
ARTICLE I
Definitions
Wherever used in this Plan, the
following terms shall have the following meanings, unless a
different meaning is clearly required by the context.
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1.01
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“Board” means the Board of Directors
of the Company or any Committee thereof as constituted from time to
time.
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1.02
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“Company” means Rexnord LLC and its
successors.
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1.03
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“Compensation” means an Eligible
Employee’s total compensation, including bonuses and
commissions, paid by the Company during the prior Plan Year as
reported on IRS Form W-2 as wages, plus any amounts deferred under
a Code Section 125 cafeteria plan, Code Section 401(k)
qualified cash or deferred arrangement or Code Section 132(f)
arrangement.
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1.04
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“Designated Insurance Carrier” means
an insurance company selected by the Company in its sole and
absolute discretion.
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1.05
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“Effective Date” means May 1,
2008.
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1.06
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“Eligible
Employee” means an Employee whose Compensation for the prior
Plan Year is equal to or greater than the compensation amount
published in Internal Revenue Service pronouncements used to
determine whether an individual is a highly compensated employee,
as defined by Code Section 414(q), for the relevant
year.
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1.07
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“Employee” means any person employed
by the Company who receives stated remuneration other than a
pension, severance pay, retainer or fee under contract.
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1.08
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“Participant” means any Eligible
Employee who has become eligible to participate in the Plan in
accordance with Article III of the Plan, and who has not ceased to
have rights to a benefit hereunder.
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1.09
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“Participant Contribution” means the
amount of after-tax Compensation, contributed to the Plan by a
Participant pursuant to his payroll deduction directive or check
and deposited with the Designated Insurance Carrier in order to
purchase life insurance on the life of said Participant.
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1.10
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“Participation Letter Agreement”
means the individual written agreement between the Company and a
Participant with respect to rights and benefits hereunder, as
executed by the Participant and the Company.
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1.11
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“Plan” means the Rexnord
Supplemental Retirement Plan as set forth herein and as may be
amended from time to time, together with the Participation Letter
Agreement with respect to any Participant.
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1.12
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“Plan
Administrator” means the committee or person appointed by the
Board to administer the Plan pursuant to Article VII
herein.
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1.13
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“Plan
Year” means the period May 1, 2008 through
December 31, 2008, and thereafter, the 12-month period
commencing on January 1 and ending on the next
December 31 while the Plan remains in effect.
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1.14
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“Policy” means a life insurance
contract issued by the Designated Insurance Carrier on the life of
a Participant.
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1.15
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“Third-Party Administrator” means
the entity appointed by the Company to handle certain ministerial
administrative matters under the Plan, as provided in
Section 7.03 herein.
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1.16
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“Total
Disability” means a Participant’s disability as defined
in the Social Security Act and determined by the Social Security
Administration.
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For purposes of the Plan, unless the
context requires otherwise, the masculine includes the feminine,
the singular the plural, and vice-versa.
ARTICLE II
Purpose & Scope
The purpose of the Plan is to
provide a Company-sponsored program pursuant to which each
Participant shall make certain contributions to be deposited with a
Designated Insurance Carrier in order to purchase life insurance on
behalf of the Participant. The Participant Contribution will be
made net after all payroll taxes have been withheld for the year in
which such contributions are made on behalf of the Participant.
Each Participant will be responsible for all federal, state and
local taxes on such contributions.
The Plan is intended as a statement
of agreement between the Company and each participating Eligible
Employee under which, in consideration of the continued
satisfactory service of said Eligible Employee, the Company agrees
to deposit Participant Contributions with the Designated Insurance
Carrier on behalf of the Participant.
ARTICLE III
Eligibility and
Participation
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3.01
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CLASS OF
ELIGIBLE EMPLOYEES
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Eligibility for participation in the
Plan shall be limited to those Eligible Employees who have
satisfied the requirement of Section 3.02 herein, have been
designated in writing by the Plan Administrator in its sole and
absolute discretion, and have executed the Participation Letter
Agreement and otherwise satisfy the requirements of this Article
III.
Each Eligible Employee must be
employed full-time with the Company in order to become a
Participant.
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(a)
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Each Eligible
Employee who has satisfied the requirements of Sections 3.01 and
3.02 above shall become a Participant on the first day of the
calendar quarter coinciding with or next following his completion
of said requirements, or as soon thereafter as administratively
feasible.
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(b)
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The provisions
of this Article III are subject to the provisions of the
Participant Letter Agreement.
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ARTICLE IV
Contributions
The Company will assist the
Participant in applying for a Policy on the life of said
Participant from the Designated Insurance Carrier. The Policy and
all incidents of ownership thereto shall at all times be owned by
the Participant and/or his designated assigns, if any.
The Plan is funded exclusively by
Participant Contributions. All Participant Contributions shall be
deposited with the Designated Insurance Carrier as soon as feasible
but not later than 30 days after the end of the payroll period for
which Participant Contributions are deducted from his
pay.
All Participant Contributions
delivered to the Designated Insurance Carrier shall be credited to
the individual Participant’s premium account within the time
frames established by the Designated Insurance Carrier for purposes
of maintaining Policies currently paid and in force. Further, any
premium returns, demutualization proceeds, or vendor contract
rebates shall be credited to the Participant’s individual
Policy.
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4.03
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PARTICIPANT
CONTRIBUTION
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(a)
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Each
Participant shall make contributions to the Plan as provided in
(1) or (2) below, as applicable to said
Participant:
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(1)
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If the
Participant’s Compensation for the Plan Year is $200,000 or
less, he shall contribute an amount equal to five percent
(5%) of his Compensation.
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(2)
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If the
Participant’s Compensation for the Plan Year is greater than
$200,000, he shall contribute an amount equal to ten percent
(10%) of his Compensation.
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The percentages indicated in
(1) and (2) above are intended to generally reflect the
life insurance coverage available to Participants on a guaranteed
issue basis within the guidelines provided by the Designated
Insurance Carrier. A Participant may contribute a greater
percentage of his anticipated Compensation; however, any part or
all of the additional amounts of life insurance applied for may be
subject to evidence of insurability in accordance with the
Designated Insurance Carrier’s underwriting
procedures.
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(b)
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The amount of
Participant Contribution to be deposited with the Designated
Insurance Carrier with respect to any Plan Year shall be computed
net, after accounting for all payroll taxes withheld on behalf of
the Participant for that Plan Year.
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(c)
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Participant
Contributions shall be by payroll deduction, authorized by the
Participant on a form acceptable to the Company, or may be made
directly to the Designated Insurance Carrier by the Participant by
personal check.
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4.04
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NO COMPANY
CONTRIBUTIONS
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The Company shall not contribute to
the Plan.
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ARTICLE V
Vesting
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5.01
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PARTICIPANT
CONTRIBUTIONS
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The Participant shall be vested, at
all times, in 100 percent of the value of his Participant
Contributions including any gains and losses on same.
ARTICLE VI
Policies
The Company shall not be liable nor
shall it be in default in the performance of its obligations under
the Plan to purchase a Policy on the life of a Participant should
the Designated Insurance Carrier decline coverage for the
Participant for any reason whatsoever including, but not limited
to, uninsurability as the result of increased health risk or any
other standard in the underwriting process established by the
Designated Insurance Carrier to determine the insurability of a
Participant.
The Participant shall be the sole
owner of the Policy. The Participant shall have all incidents of
ownership with respect to the Policy including, but not limited to,
the right to make any loans, withdrawals or investments of the cash
value of the Policy. The Company shall not
