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Exhibit
10.24.3
AMENDMENT NO. 2
TO
ROADWAY LLC PENSION
PLAN
As amended and restated
January 1, 2004
WHEREAS , YRC
Worldwide Inc. (formerly, Yellow Roadway Corporation) (the “
Company ”) maintains the Roadway LLC Pension Plan, as
amended and restated January 1, 2004 (the “ Plan
”);
WHEREAS ,
Section 2.5 of the Plan generally provides that a
participant’s “Average Annual Compensation,”
which is used to calculate the participant’s pension under
the Plan, is the average of the participant’s compensation
over the 240-month period ending with his retirement or other
termination of employment;
WHEREAS ,
Section 5.3 of the Plan generally provides that a participant
may elect certain optional forms of benefit;
WHEREAS,
Section 9.1 of the Plan provides the Company may amend the
Plan at any time by action of its Board of Directors or the
Compensation Committee of its Board of Directors; and
WHEREAS, the Company
desires to amend the Plan (i) to change the averaging period
for calculating a participant’s Average Annual Compensation
to the final 20 consecutive full years of employment; and
(ii) to add a 75% joint and survivor annuity as an optional
form of benefit as required by the Pension Protection Act of
2006.
NOW, THEREFORE, BE IT
RESOLVED , that, effective January 1, 2008, the Plan shall
be, and it hereby is, amended as follows:
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1. |
Restate Section 2.5 in its entirety as
follows: |
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2.5 |
Average Annual Compensation |
(a) Effective for periods
prior to January 1, 2006, the term “Average Annual
Compensation” means the annual average of Compensation
received by a Participant from an Employer during the final two
hundred forty (240) consecutive months in which he is a
Covered Employee. Notwithstanding the foregoing, for purposes of
determining a Participant’s Average Annual Compensation,
(i) the annual average of Compensation received by a
Participant from an Employer during the 1980 through 1984 calendar
years in which he was a Covered Employee shall be treated as his
Compensation for each calendar year prior to the 1980 calendar
year, and (ii) no period during which a Participant is on a
leave of absence and receives less than 100% of his basic rate of
Compensation shall be considered. For purposes of determining the
Compensation that applies
to a particular month, the
following rules shall apply: (i) if the latest months
considered equal only a portion of a calendar year, the actual
Compensation for those months will be used, (ii) if any months
considered equal an entire calendar year, the actual Compensation
for that year will be used, and (iii) if the earliest months
considered equal only a portion of a calendar year, a proration of
the Compensation for that year will be used, based on the number of
months under consideratio
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