Exhibit 10.29
BUNGE U.S. SERP
Effective January 1,
2009
I.
Purpose of Plan
(a)
The purpose of the Bunge U.S. SERP
(“Plan”) is to provide pension benefits for certain
employees of Bunge Limited (“Company”) and its
subsidiaries (each a “Participating Employer”) whose
pension benefits under the Bunge U.S. Pension Plan (“Pension
Plan”) are or will be limited pursuant to the Code and the
provisions of the Pension Plan based on the definition of
compensation used for benefit accrual purposes therein.
(b)
No portion of the benefits accrued
under this Plan prior to January 1, 2005 shall be
“grandfathered” for purposes of Section 409A of
the Code.
II.
Participation in the
Plan
An employee of the Company or one of
its subsidiaries who is designated by the Board of Directors of the
Company as a participant in this Plan (a “Participant”)
shall be eligible to participate in this Plan. Individuals
eligible to participate in the Plan and the effective date of their
participation shall be set forth in Exhibit A hereto, which
shall be updated from time to time as appropriate based on the
action of the Board of Directors of the Company. In no event
shall an employee of the Company or one of its subsidiaries who is
not entitled to benefits under the Pension Plan be eligible for a
benefit under this Plan.
III.
Excess Benefit
Payable
Each participant in the Pension Plan
who is a Participant under this Plan (and such Participant’s
spouse, if any, in the event of such Participant’s death
prior to the commencement of benefits under the Plan) shall be paid
a supplemental pension benefit equal to the excess, if any, of
(a) over (b), where (a) and (b) are calculated as
follows:
(a)
the benefit which would have been
paid to such Participant (or such Participant’s surviving
spouse) under the Pension Plan, determined (1) as if the
definition of compensation under the Pension Plan included 100% of
bonuses, (2) in the case of Flavio Sa Carvalho and Jacqualyn
Fouse, as if each had earned an additional five Years of Service
(as defined in the Pension Plan), (3) as if the Pension Plan
was administered without regard to the limitations imposed by
Section 415 of the Code and/or Section 401(a)(17) of the
Code, and (4) as if the definition of compensation under the
Pension Plan included otherwise includable amounts deferred
pursuant to a salary deferral election by a Participant under a
nonqualified deferred compensation plan maintained by a
Participating Employer for the year in which such amounts would
have been paid but for the election to defer; over
(b)
the amount of the benefits payable
to such Participant under the Pension Plan and the Bunge Excess
Benefit Plan or their successor plans.
The Company or its subsidiary, as
appropriate, shall pay such supplemental pension benefit to a
Participant, or to such Participant’s surviving spouse,
coincident with and in the same distribution form and manner as the
payment of his or her benefit unde
