AMENDED AND
RESTATED
EASTMAN UNFUNDED RETIREMENT
INCOME PLAN
Amended and Restated Effective
December 31, 2008
EASTMAN UNFUNDED RETIREMENT
INCOME PLAN
Amended and Restated Effective
December 31, 2008
TABLE OF CONTENTS
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ARTICLE
ONE
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167
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Purpose of
Plan
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167
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ARTICLE
TWO
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167
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Definitions
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167
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ARTICLE
THREE
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168
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Eligibility
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168
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ARTICLE
FOUR
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168
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Benefits
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168
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ARTICLE
FIVE
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170
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Administration
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170
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ARTICLE
SIX
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171
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Amendment and
Termination
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171
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ARTICLE
SEVEN
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171
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Miscellaneous
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171
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EASTMAN UNFUNDED RETIREMENT
INCOME PLAN
ARTICLE ONE
Purpose of Plan
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This Plan
implements the intent of providing retirement benefits by means of
both a funded and unfunded plan. This Plan is maintained primarily
for the purpose of providing deferred compensation for a select
group of management or highly compensated employees as described in
Section 201(2) of the Employee Retirement Income Security Act of
1974 and is designed to provide retirement benefits payable out of
the general assets of the Company where benefits cannot be paid
under the Funded Plan because of Code Section 401(a)(17) or Code
Section 415 and the provisions of the Funded Plan which implement
such Sections and/or because deferred compensation is ignored in
defining compensation for purposes of calculating benefits under
the Funded Plan.
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The Plan
originally was adopted effective January 1, 1994, amended, renamed
and restated effective January 1, 2002 and January 1, 2008 and
subsequently amended and restated again effective as of December
31, 2008 in order to comply with Section 409A of the Internal
Revenue Code of 1986, as amended.
ARTICLE TWO
Definitions
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"Code" shall
mean the Internal Revenue Code of 1986, as amended from time to
time.
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"Company" shall
mean Eastman Chemical Company, and any subsidiary and/or affiliated
corporation which is a participating employer under the Funded
Plan, except where a specific reference is made to a particular
corporation.
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"Compensation
Committee" shall mean the Compensation and Management Development
Committee of the Board of Directors of the Company.
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"Effective
Date" shall mean January 1, 1994. The Effective Date of
this amended and restated Plan document is December 31,
2008. As permitted under the guidance issued under Code
Section 409A, this Plan does not contain provisions retroactive to
the effective date of Section 409A (January 1, 2005), but this Plan
has complied with Section 409A and guidance thereunder since the
effective date of such legislation.
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2.5 "Employee"
or "Participant" shall mean a participant in the Funded
Plan.
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“Five-Payment Lump Sum” shall mean
the automatic form of payment for a Participant’s benefit
under this Plan if the Participant did not make the one-time
Special Election described in Section 4.2. For purposes
of calculating the Present Value of the Participant’s benefit
under this Plan on the date of his Termination of Employment the
Participant’s benefit shall be converted on an actuarially
equivalent basis (calculated using the actuarial assumptions and
methodologies that would be used by the Funded Plan) to five equal
annual installments commencing on the first business day following
the six month anniversary of the Participant’s Termination of
Employment. The remaining four installment payments
shall be paid on the first business day following anniversary of
the Participant’s Termination of Employment.
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2.7 "Funded
Plan" shall mean the Eastman Retirement Assistance Plan.
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“Global
Benefits” shall mean the Company’s internal
organization responsible for the administration of the payment of
benefits under this plan.
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2.9 "Plan"
shall mean this Eastman Unfunded Retirement Income Plan.
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"Present Value"
shall mean the actuarial present-value of the Participant's benefit
under this Plan. Present Value for purposes of this Plan shall be
calculated using the actuarial assumptions and methodologies that
would be used by the Funded Plan to determine a single lump sum
payment on the date of the Participant's Termination of
Employment.
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“Termination of Employment” means a
separation from service under Code Section 409A and the Final 409A
Regulations.
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ARTICLE THREE
Eligibility
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All Employees
eligible to receive a benefit from the Funded Plan shall be
eligible to receive a benefit under this Plan their benefit cannot
be fully provided by the Funded Plan due to the benefit limitations
imposed by Code Section 401(a)(17) or Code Section 415. Employees
who are not eligible to participate in the Funded Plan are not
eligible to participate in this Plan.
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ARTICLE FOUR
Benefits
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Benefits due
under this Plan shall be paid in the form of a Five-Payment Lump
Sum as described in Section 4.3 unless the Participant has made the
election described in Section 4.2 of this Plan. If the
Employee is deceased, the person who shall receive payment under
this Plan (if any), shall be the same person who would be entitled
to receive survivor benefits with respect to the Employee under the
Funded Plan.
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If a
Participant made the election described in Section 4.2 of this Plan
and dies while actively employed, the Present Value of the
Participant’s benefit on the date of his death shall be paid
to the Participant’s beneficiary no later than ninety (90)
days after the date Global Benefits is notified of the
Participant’s death.
If a
Participant dies before beginning to receive payments from this
Plan (and the Participant did not make the election described in
Section 4.2 of this Plan), the Present Value of the
Participant’s benefit under this Plan on the date of the
Participant’s death shall be distributed to the
Participant’s beneficiary in the form of a Five-Payment Lump
Sum. The first payment will be made no later than the
first business day of the second month following the
Participant’s death. The remaining payments shall
be made on the anniversary of the Participant’s
death.
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If the
Participant dies before receiving all five installment payments,
the Participant’s Beneficiary shall receive the balance of
the Participant’s installment payments. Such
remaining payments shall be paid to the be
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