AMENDMENT NUMBER THREE
TO THE
HARRIS CORPORATION RETIREMENT PLAN
WHEREAS,
Harris Corporation, a Delaware corporation (the “
Corporation ”), heretofore has adopted and
maintains the Harris Corporation Retirement Plan, as amended and
restated effective July 1, 2007 (the “
Plan ”);
WHEREAS,
pursuant to Section 17.1 of the Plan, the Management
Development and Compensation Committee of the Corporation’s
Board of Directors (the “ Compensation
Committee ”) has the authority to amend the
Plan;
WHEREAS,
pursuant to Section 13.3 of the Plan, the Compensation
Committee has delegated to the Employee Benefits Committee of the
Corporation (the “ Employee Benefits Committee
”) the authority to adopt non-material amendments to the
Plan;
WHEREAS,
the Employee Benefits Committee desires to amend the Plan
(i) to reflect the restructuring of Harris Technical Services
Corporation and Multimax Incorporated into a single company, Harris
IT Services Corporation; (ii) to provide that contributions to
the Plan of amounts payable under the Corporation’s
Performance Reward Plan (or any similar plan) shall be made on a
pre-tax basis; (iii) to clarify the treatment, pending
participant investment direction, of the proceeds from a tender
offer impacting the Harris Stock Fund; (iv) to reflect
newly-effective regulations under section 415 of the Internal
Revenue Code of 1986, as amended, relating to limitations on
contributions to qualified plans and (v) to reflect the
maintenance of a “qualified non-elective contribution”
money source on behalf of certain former participants in the
Multimax, Inc. 401(k) Retirement Savings Plan; and
WHEREAS,
the Employee Benefits Committee has determined each of the
above-described amendments to be non-material.
NOW,
THEREFORE, BE IT RESOLVED, that the Plan hereby is amended,
effective as of July 1, 2008 or as of such other date set
forth herein, as follows:
1. Effective
July 1, 2007, the definition of “Compensation” set
forth in Article 2 hereby is amended to add the following new
sentence at the end of the final paragraph thereof:
Finally, in no
event shall Compensation for purposes of this Plan include any
amount that is not “compensation” within the meaning of
section 415(c)(3) of the Code and Treasury Regulation section
1.415(c)-2.
2. Effective
June 28, 2008, the definition of “HITS Business Unit
Employee” set forth in Article 2 hereby is amended in
its entirety to read as follows:
HITS
Business Unit Employee .
An Eligible Employee of Harris IT Services Corporation.
3. Effective
June 28, 2008, the definition of “Wage Determination HES
Employee” set forth in Article 2 hereby is amended to
replace the phrase “Harris Technical Services
Corporation” set forth therein with the phrase “Harris
IT Services Corporation”.
4. Section 4.1(c)
hereby is amended in its entirety to read as follows:
(c) Performance
Reward Plan Deferral Election . Subject to the limitations set
forth in Article 6, a Participant may elect, in accordance
with procedures prescribed by the Administrative Committee, to have
his or her Employer make a pre-tax contribution on his or her
behalf of PRP Compensation, if any. The percentage of PRP
Compensation so elected by a Participant pursuant to this Section
4.1(c) shall be 0%, 50% or 100%.
5. The phrase
“, irrespective of whether such contribution is made pursuant
to Section 4.1(c) or Section 5.1(c)” hereby is
deleted from Section 4.2(e).
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