DANAHER CORPORATION & SUBSIDIARIES SAVINGS PLAN

Exhibit 4.2

DANAHER CORPORATION & SUBSIDIARIES

SAVINGS PLAN

ADOPTED EFFECTIVE NOVEMBER 30, 2002

AMENDED AND RESTATED EFFECTIVE JANUARY 1, 2008

INDEX TO THE

DANAHER CORPORATION & SUBSIDIARIES

SAVINGS PLAN

 

 

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DANAHER CORPORATION & SUBSIDIARIES

SAVINGS PLAN

WHEREAS, Danaher determined that it was in the best interest of the eligible employees of Danaher and the Affiliated Employers to maintain two qualified employee benefit plans, one plan for the benefit of those employees not covered by any collective bargaining agreement and another plan for the benefit of those employees covered by a collective bargaining agreement; and

WHEREAS, the Plan Sponsor established the Danaher Corporation & Subsidiaries Savings Plan (the “Plan”), effective as of November 30, 2002, as a qualified profit sharing plan with a cash or deferred arrangement under Sections 401(a) and 401(k) of the Internal Revenue Code of 1986 (the “Code”) for the benefit of eligible employees of the Plan Sponsor and the Affiliated Employers who are not covered by any collective bargaining agreement and any other employers as may adopt this Plan with the consent of the Plan Sponsor; and

WHEREAS, amounts representing the accounts of employees and former employees of the Plan Sponsor and the Affiliated Employers who are not covered by any collective bargaining agreement were transferred from the Danaher Corporation & Subsidiaries Retirement & Savings Plan (the “Prior Plan”) to the Trustee of the Plan on or about November 30, 2002; and

WHEREAS, the Plan Sponsor subsequently amended the Plan effective December 27, 2002, effective July 1, 2003, and effective September 30, 2003, to reflect the various mergers into the Plan of the qualified plans formerly maintained by GLI International LLC, Hydrolab LLC, Reliable Power Meters, Inc., Orbisphere Laboratories Overseas, LLC, Hach Company with respect to its subsidiary, Environmental Test Systems, Inc., Willett America, Inc., and Raytek Corporation and to provide for the prefunding of certain Employer Contributions to the extent permitted by law; and

WHEREAS, the Plan Sponsor amended and restated the Plan effective December 27, 2003 (i) to incorporate the prior three amendments to the Plan, (ii) to provide for a Unilateral Employer Contribution to be made as of each Valuation Date and a Discretionary Employer Contribution to be made as of the last day of a Plan Year, both effective December 27, 2003, and (iii) to provide for the transfer of this Plan of account balances maintained under the Thomson Retirement Savings Plan on behalf of employees of Thomson Industries, Inc. and its participating subsidiaries who are not covered by any collective bargaining agreement, effective December 31, 2003; and

WHEREAS, the Plan Sponsor subsequently amended the Plan effective March 31, 2004, and effective June 1, 2004, to reflect the various mergers into the Plan of the qualified plans maintained by Quantic Industries, Inc. and ELE International, LLC; and

WHEREAS, the Plan Sponsor amended and restated the Plan effective December 27, 2003, except as otherwise specifically provided, to (i) incorporate the prior two amendments to the Plan, (ii) conform certain provisions of the Plan to the manner in

 

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which the Plan has been and is being administered, and (iii) to reflect the various mergers into the Plan of the qualified plans maintained by Motion Engineering, Inc. effective December 31, 2004, Accu-Sort Systems, Inc. effective January 3, 2005, KaVo America Corporation effective January 3, 2005, SenDx Medical, Inc. effective December 31, 2004, and Radiometer America, Inc. effective December 31, 2004; and

WHEREAS, the Plan Sponsor subsequently amended the Plan seven (7) times, effective December 27, 2004, December 30, 2005, June 1, 2006, September 29, 2006, December 27, 2006, April 30, 2007, and October 12, 2007, to (i) incorporate various plan amendments over the three (3) year period, (ii) to change the plan year from a fiscal year ending on December 26 to the calendar year effective January 1, 2007, (iii) to comply with the final regulations under Code Section 401(k) and 401(m), (iv) to permit a delay in the commencement of required minimum distributions, (v) to comply with the final regulations under Code Section 415, (vi) to modify certain Plan provisions pertaining to settlor responsibilities and fiduciary responsibilities, and (vii) to comply with the requirements of Sections 1165(a) and (e) of the Puerto Rico Internal Revenue Code of 1994, as amended, with respect to participants who are bona fide residents of Puerto Rico; and

WHEREAS, the Appointing Committee desires to amend and restate the Plan, effective January 1, 2008, to incorporate the prior seven (7) amendments to the 2004 restatement to comply with the determination letter requirements of Rev. Proc. 2007-44 and to comply with the applicable provisions of the Pension Protection Act of 2006.

NOW, THEREFORE, in accordance with the foregoing, the Appointing Committee has adopted this amendment and restatement of the Plan, as hereinafter stated, to be effective as of January 1, 2008, except as shall be otherwise specifically provided in this Plan.

It is intended that this Plan, together with the related Trust Agreement, shall constitute a “profit sharing plan with a cash or deferred arrangement” that shall meet the requirements of the Code and ERISA, and that the Plan shall be interpreted, wherever possible, to comply with the Code and ERISA, each as amended from time to time, and all formal regulations, rulings, and guidance issued thereunder.

 

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ARTICLE I

DEFINITIONS

As used in this Plan, each of the following terms shall have the respective meaning set forth below unless a different meaning shall be plainly required by the context.

1.1 The term “ ACMS ” shall mean ACMS, Inc. or an Affiliated Employer thereof that shall have been participating in the ACMS Plan as of September 30, 1996.

1.2 The term “ ACMS Plan ” shall mean the former Acme-Cleveland Corporation and Subsidiaries Retirement Savings Plan.

1.3 The term “ Account ” shall mean, with respect to a Participant, the aggregate of the Subaccounts maintained on behalf of the Participant to record his or her interest in this Plan.

1.4 The term “ Acme-Cleveland Hourly Plan ” shall mean the former Retirement Savings Plan for Certain Hourly Employees of Acme-Cleveland Corporation and Subsidiaries.

1.5 The term “ Actual Contribution Percentage ” shall mean, with respect to an Eligible Participant Testing Group for a Plan Year, the ratio (expressed as a percentage) of (a) the sum of the Contribution Percentages of each Eligible Participant in such group for the Plan Year to (b) the number of such Eligible Participants.

1.6 The term “ Actual Contribution Percentage Test ” shall mean the test that shall be considered to be met with respect to an Eligible Participant Testing Group for a Plan Year if either Subsection (a) or Subsection (b) below is true:

(a) The Actual Contribution Percentage for Highly Compensated Eligible Participants in such group for the Plan Year is not greater than one and twenty-five hundredths (1.25) multiplied by the Actual Contribution Percentage for Nonhighly Compensated Eligible Participants in such group for the Plan Year.

(b) The Actual Contribution Percentage for Highly Compensated Eligible Participants in such group for the Plan Year is not greater than two (2) multiplied by the Actual Contribution Percentage for Nonhighly Compensated Eligible Participants in such group for the Plan Year, and the difference between the Actual Contribution Percentage for Highly Compensated Eligible Participants in such group for the Plan Year and the Actual Contribution Percentage for Nonhighly Compensated Eligible Participants in such group for the Plan Year is not greater than two percent (2%).

Notwithstanding the foregoing, if so elected by the Plan Administrator for a Plan Year, for purposes of the Actual Contribution Percentage Test for such Plan Year and each subsequent Plan Year until the election shall be revoked in accordance with any procedures therefor established by the Department of Treasury, the Actual Contribution

 

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Percentage for Nonhighly Compensated Eligible Participants for the last preceding Plan Year shall be used.

Furthermore, if the Plan Administrator elects to apply Code Section 410(b)(4)(B) in determining that, with respect to an Eligible Participant Testing Group for the Plan Year, the portion of this Plan providing Matching Contributions meets Code Section 410(b), the Plan Administrator may elect to exclude from the Eligible Participant Testing Group for purposes of the Actual Contribution Percentage Test all Nonhighly Compensated Eligible Participants who have not attained age twenty-one (21).

Notwithstanding the foregoing, if the Plan Administrator determines that (i) for a Plan Year this Plan satisfies the requirements of Code Sections 401(k), 401(m), 401(a)(4), and/or 410(b) only if aggregated with one or more plans of the Employer, as the term “plan” is defined in Treas. Reg. §1.401(k)-1(g)(11), or (ii) for a Plan Year one or more of such other plans of the Employer satisfy the requirements of Code Sections 401(k), 401(m), 401(a)(4), and/or 410(b) only if aggregated with this Plan, then the Actual Contribution Percentage Test of the Eligible Participant Testing Group for the Plan Year shall be determined using the Actual Contribution Percentages of (1) the Eligible Participants in such Eligible Participant Testing Group and (2) all eligible employees in such other plans who would otherwise satisfy the requirements of such Eligible Participant Testing Group if such employees were participants in this Plan.

1.7 The term “ Actual Deferral Percentage ” shall mean, with respect to an Eligible Employee Testing Group for a Plan Year, the ratio (expressed as a percentage) of (a) the sum of the Deferral Percentages of each Eligible Employee in such group for the Plan Year to (b) the number of such Eligible Employees.

1.8 The term “ Actual Deferral Percentage Test ” shall mean the test that shall be considered to be met with respect to an Eligible Employee Testing Group for a Plan Year if either Subsection (a) or Subsection (b) below is true:

(a) The Actual Deferral Percentage for Highly Compensated Eligible Employees in such group for the Plan Year is not greater than one and twenty-five hundredths (1.25) multiplied by the Actual Deferral Percentage for Nonhighly Compensated Eligible Employees in such group for the Plan Year.

(b) The Actual Deferral Percentage for Highly Compensated Eligible Employees in such group for the Plan Year is not greater than two (2) multiplied by the Actual Deferral Percentage for Nonhighly Compensated Eligible Employees in such group for the Plan Year, and the difference between the Actual Deferral Percentage for Highly Compensated Eligible Employees in such group for the Plan Year and the Actual Deferral Percentage for Nonhighly Compensated Eligible Employees in such group for the Plan Year is not greater than two percent (2%).

Notwithstanding the foregoing, if so elected by the Plan Administrator for a Plan Year, for purposes of the Actual Deferral Percentage Test for such Plan Year and each

 

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subsequent Plan Year until the election shall be revoked in accordance with any procedures therefor established by the Department of Treasury, the Actual Deferral Percentage for Nonhighly Compensated Eligible Employees for the last preceding Plan Year shall be used.

Furthermore, if the Plan Administrator elects to apply Code Section 410(b)(4)(B) in determining that, with respect to an Eligible Employee Testing Group for the Plan Year, the portion of this Plan providing Salary Deferral Contributions meets Code Section 401(k)(3)(A)(i), the Plan Administrator may elect to exclude from the Eligible Employee Testing Group for purposes of the Actual Deferral Percentage Test all Nonhighly Compensated Eligible Employees who have not attained age twenty–one (21) and have not completed one (1) Year of Service uninterrupted by a One–year Break in Service.

Notwithstanding the foregoing, if the Plan Administrator determines that (i) for a Plan Year this Plan satisfies the requirements of Code Sections 401(k), 401(m), 401(a)(4), and/or 410(b) only if aggregated with one or more plans of the Employer, as the term “plan” is defined in Treas. Reg. §1.401(k)-1(g)(11), or (ii) for a Plan Year one or more of such other plans of the Employer satisfy the requirements of Code Sections 401(k), 401(m), 401(a)(4), and/or 410(b) only if aggregated with this Plan, then the Actual Deferral Percentage Test of the Eligible Employee Testing Group for the Plan Year shall be determined using the Actual Deferral Percentages of (1) the Eligible Employees in such Eligible Employee Testing Group and (2) all eligible employees in such other plans who would otherwise satisfy the requirements of such Eligible Employee Testing Group if such employees were participants in this Plan.

1.9 The term “ Affiliated Employer ” shall mean, with respect to an Employer, any corporation or other entity that is required to be aggregated with the Employer under Code Section 414(b), 414(c), 414(m), or 414(o).

1.10 The term “ Am-S ” shall mean American Sigma, Inc. or its successor.

1.11 The term “ Annual Addition ” shall mean, with respect to a Participant for a Plan Year, the sum of (a) any Unilateral Employer Contributions credited to the Participant’s Account for the Plan Year; (b) any Discretionary Employer Contributions credited to the Participant’s Account for the Plan Year; (c) any Salary Deferral Contributions credited to the Participant’s Account for the Plan Year, less any amounts thereof distributed to the Participant as Excess Deferrals pursuant to Section 3.11(b) of this Plan; (d) any Matching Contributions credited to the Participant’s Account for the Plan Year; (e) any amounts credited to the Participant’s Account pursuant to Section 4.5 of this Plan for which the Plan Year is the limitation year; and (f) any amounts credited to the Participant’s account(s) for the limitation year under any other Defined Contribution Plan(s) (whether or not terminated) maintained by his or her Employer as shall be considered “annual additions” within the meaning of Code Section 415(c)(2). As used in this Section, the term “Employer” shall include all Affiliated Employers of the Employer,

 

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as determined under Code Sections 414(b) and 414(c), as applied in accordance with Code Section 415(h), and Code Sections 414(m) and 414(o).

1.12 The term “ Applicable Matching Contributions ” shall mean, with respect to an Eligible Participant for a Plan Year, the following: (a) the Matching Contributions (if any) that were made on the Eligible Participant’s behalf during the Plan Year or the next succeeding Plan Year that are attributable to the Salary Deferral Contributions (if any) that were made on his or her behalf for the Plan Year; less (b) any such Matching Contributions that were forfeited pursuant to Section 4.8(b) of this Plan; less (c) any such Matching Contributions that shall be forfeited pursuant to Section 3.9(b)(v) or 3.11(c) of this Plan.

1.13 The term “ Applicable Salary Deferral Contributions ” shall mean, with respect to an Eligible Employee for a Plan Year, the following: (a) the Salary Deferral Contributions (if any) that were made on the Eligible Employee’s behalf during the Plan Year or the next succeeding Plan Year from his or her Basic Compensation for the Plan Year; less (b) any such Salary Deferral Contributions that were distributed to the Eligible Employee pursuant to Section 4.8(b) of this Plan; less (c) in the case of a Nonhighly Compensated Eligible Employee, any such Salary Deferral Contributions that were distributed to the Eligible Employee as Excess Deferrals pursuant to Section 3.11(b) of this Plan.

1.14 The term “ Appointing Committee ” shall mean the Appointing Committee of the Plan Sponsor comprised of the Plan Sponsor’s Chief Financial Officer, its General Counsel, and its Vice President-Human Resources.

1.15 The term “ Basic Compensation ” shall mean, with respect to a Participant for a Plan Year, Valuation Period, Payroll Period, or other time period, (a) the total cash compensation (if any) paid to the Participant by his or her Employer during the Plan Year, Valuation Period, Payroll Period or other time period, including, but not limited to, salary, overtime pay, and bonuses, as reported on the Participant’s federal income tax withholding statement (Form W-2) but excluding (i) amounts realized from the exercise of a non-qualified stock option, or when restricted stock held by the Participant either becomes freely transferable or is no longer subject to a substantial risk of forfeiture, (ii) amounts realized from the sale, exchange, or other disposition of stock under a qualified stock option, and (iii) amounts paid to the Participant as severance benefits, plus (b) the aggregate Salary Deferral Contributions (if any) and the aggregate of any elective deferrals made on the Participant’s behalf during the Plan Year under any other plan maintained by the Employer pursuant to Code Section 401(k) during the Plan Year, Valuation Period, Payroll Period, or other time period, plus (c) the aggregate amounts (if any) contributed on the Participant’s behalf during the Plan Year, Valuation Period, Payroll Period, or other time period under any plan maintained by the Employer pursuant to Code Section 125, plus (d) elective amounts that are not includible in the gross income of the Participant by reason of Code Section 132(f)(4). Notwithstanding the foregoing, a Participant’s Basic Compensation for a Plan Year shall not exceed the Compensation Limitation. For purposes of this Section, the term “Employer” shall include all Affiliated Employers of the Employer.

 

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Effective on and after January 1, 2008, the term “Basic Compensation” shall also include the following payments if such payments are made by the later of (a) two and one-half (2  ¹ / 2 ) months following the Participant’s Severance from Service Date or (b) the end of the Plan Year that includes the Participant’s Severance from Service Date: (1) payments that, absent a severance from employment, would have been paid to the Employee while the Employee continued in Employment with his or her Employer and are regular compensation for services during the Employee’s regular working hours, compensation for services outside the Employee’s regular working hours (such as overtime or shift differential), commissions, bonuses, or other similar compensation; and (2) payments for accrued vacation but only if the Employee would have been able to use the vacation if Employment had continued.

1.16 The term “ Beneficiary ” shall mean, with respect to a Participant, an individual or entity that may be entitled to receive all or a portion of the Participant’s Account upon the Participant’s death and, with respect to a deceased Participant, an individual or entity that is receiving or shall be entitled to receive all or a portion of the Participant’s Account.

1.17 The term “ Benefit Commencement Date ” shall mean, with respect to a Participant or a Beneficiary of a deceased Participant, the date that all or a portion of the Participant’s Account may be payable to the Participant or Beneficiary, which date shall be selected by the Participant or Beneficiary in accordance with Article VI or shall be otherwise determined by the Plan Administrator pursuant to this Plan.

1.18 The term “ Benefits Committee ” shall mean the Benefits Committee of the Plan Sponsor appointed by the Appointing Committee.

1.19 The term “ Code ” shall mean the Internal Revenue Code of 1986, as it may be amended from time to time.

1.20 The term “ Collectively Bargained Employee ” shall mean, with respect to an Employer, an employee of the Employer who is in a unit of employees that is covered by a collective bargaining agreement.

1.21 The term “ Compensation ” shall mean, with respect to a Participant for a Plan Year, the Participant’s “wages” for the Plan Year, as such term shall be defined in Code Section 3401(a), that the Participant received from his or her Employer but determined without regard to any rules that limit the remuneration included in such wages based on the nature or location of the employment or the services performed. The term “Compensation” shall include (a) the aggregate Salary Deferral Contributions (if any) made on the Participant’s behalf during the Plan Year, (b) the aggregate of any other elective deferrals made on the Participant’s behalf during the Plan Year under any plan maintained by the Employer pursuant to Code Section 401(k), (c) the aggregate amounts (if any) contributed on the Participant’s behalf during the Plan Year under any plan maintained by the Employer pursuant to Code Section 125, and (d) elective amounts that are not includible in the gross income of the Participant by reason of Code Section 132(f)(4). Notwithstanding the foregoing, a Participant’s Compensation for a Plan Year

 

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shall not exceed the Compensation Limitation. For purposes of this Section, the term “Employer” shall include all Affiliated Employers of the Employer, as determined under Code Sections 414(b) and 414(c), as applied in accordance with Code Section 415(h), and Code Sections 414(m) and 414(o).

Effective on and after January 1, 2008, the term “Compensation” shall also include the following payments if such payments are made by the later of (a) two and one-half (2  ¹ / 2 ) months following the Participant’s Severance from Service Date or (b) the end of the Plan Year that includes the Participant’s Severance from Service Date: (1) payments that, absent a severance from employment, would have been paid to the Employee while the Employee continued in Employment with his or her Employer and are regular compensation for services during the Employee’s regular working hours, compensation for services outside the Employee’s regular working hours (such as overtime or shift differential), commissions, bonuses, or other similar compensation; and (2) payments for accrued vacation but only if the Employee would have been able to use the vacation if Employment had continued.

1.22 The term “ Compensation Limitation ” shall mean two hundred thousand dollars ($200,000), as adjusted pursuant to Code Section 401(a)(17)(B).

1.23 The term “ Continuous Service ” shall mean, with respect to a Participant, the aggregate years (and fractions thereof) included in the period of time between the Participant’s Employment Date and his or her first Severance from Service Date and, if applicable, each period of time between a Reemployment Date incurred by the Participant and his or her next succeeding Severance from Service Date.

1.24 The term “ Contributing Employer ” shall mean, with respect to a Plan Year:

(a) For purposes of Sections 3.1 and 4.1 of this Plan, an Employer that, with respect to all or a group of its Eligible Participants, shall have agreed, in a form satisfactory to the Plan Sponsor, to make Unilateral Employer Contributions on behalf of such Eligible Participants.

(b) For purposes of Sections 3.2 and 4.2 of this Plan, an Employer that, with respect to all or a group of its Eligible Participants, shall have stated its intention, in a form satisfactory to the Plan Sponsor, to make Discretionary Employer Contributions on behalf of such Eligible Participants.

(c) For purposes of Sections 3.3 and 4.3 of this Plan, an Employer that, with respect to all or a group of its Eligible Participants, shall have agreed, in a form satisfactory to the Plan Sponsor, to make Salary Deferral Contributions on behalf of such Eligible Participants.

(d) For purposes of Sections 3.4 and 4.4 of this Plan, an Employer that, with respect to all or a group of its Eligible Participants, shall have stated its intention, in a form satisfactory to the Plan Sponsor, to make Matching Contributions on behalf of such Eligible Participants.

 

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1.25 The term “ Contribution Percentage ” shall mean, with respect to an Eligible Participant for a Plan Year, the ratio (expressed as a percentage rounded to the nearest hundredth) of (a) the Applicable Matching Contributions (if any) made on the Eligible Participant’s behalf for the Plan Year to (b) the Eligible Participant’s Basic Compensation for the Plan Year; provided, however, that, in determining, for purposes of this Section, the Basic Compensation for a Plan Year of each Eligible Participant in an Eligible Participant Testing Group for the Plan Year who became an Eligible Participant after the first (1st) day of the Plan Year, the Plan Administrator may, in accordance with Department of Treasury regulations under Code Section 401(m), determine that the Eligible Participant’s Basic Compensation for the Plan Year shall be only such portion thereof as he or she earned while an Eligible Participant during the Plan Year; and further provided, however, that, with respect to a Highly Compensated Eligible Participant for a Plan Year, for purposes of this Section, the Applicable Matching Contributions made on behalf of the Highly Compensated Eligible Participant shall be deemed to include any matching contributions made on his or her behalf under any plan maintained by an Affiliated Employer of his or her Employer under Code Section 401(k) (other than a plan that could not be aggregated with this Plan in accordance with regulations under Code Section 401(k)) for the plan year of such plan that ends with or within the Plan Year to the extent that such matching contributions would be “Applicable Matching Contributions” if made under this Plan.

1.26 The term “ Controlled Group Employer ” shall mean, with respect to a Plan Year, the Plan Sponsor or any Affiliated Employer of the Plan Sponsor that shall be an Employer at any time during the Plan Year.

1.27 The term “ Cybere x” shall mean Cyberex, Inc. or its successor.

1.28 The term “ Deferral Percentage ” shall mean, with respect to an Eligible Employee for a Plan Year, the ratio (expressed as a percentage rounded to the nearest hundredth) of (a) the Applicable Salary Deferral Contributions (if any) made on the Eligible Employee’s behalf for the Plan Year to (b) the Eligible Employee’s Basic Compensation for the Plan Year; provided, however, that, in determining, for purposes of this Section, the Basic Compensation for a Plan Year of each Eligible Employee in an Eligible Employee Testing Group for the Plan Year who became an Eligible Employee after the first (1st) day of the Plan Year, the Plan Administrator may, in accordance with Department of Treasury regulations under Code Section 401(k), determine that the Eligible Employee’s Basic Compensation for the Plan Year shall be only such portion thereof as he or she earned while an Eligible Employee during the Plan Year; and further provided, however, that, with respect to a Highly Compensated Eligible Employee for a Plan Year, for purposes of this Section, the Applicable Salary Deferral Contributions made on behalf of the Highly Compensated Eligible Employee shall be deemed to include any salary deferral contributions made on his or her behalf under any plan maintained by an Affiliated Employer of his or her Employer under Code Section 401(k) (other than a plan that could not be aggregated with this Plan in accordance with regulations under Code Section 401(k)) for a plan year ending with or within the Plan Year that would be “Applicable Salary Deferral Contributions” if made under this Plan.

 

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1.29 The term “ Defined Benefit Plan ” shall mean a pension plan that is not a Defined Contribution Plan.

1.30 The term “ Defined Contribution Plan ” shall mean a plan that provides for an individual account for each participant and for benefits based solely on the amount contributed to the participant’s account, and any income, expenses, gains, losses, and forfeitures that may be allocated to the participant’s account.

1.31 The term “ Discretionary Employer Contribution ” shall mean, with respect to an Employer, a contribution made to the Trust Fund by the Employer pursuant to Sections 3.2 and 4.2 of this Plan.

1.32 The term “ Discretionary Percentage ” shall mean, with respect to an Employer for a Plan Year, a percentage that shall be determined by the Employer for the Plan Year; provided, however, that the Plan Administrator may determine the Discretionary Percentage for Controlled Group Employers for a Plan Year.

1.33 The term “ ERISA ” shall mean the Employee Retirement Income Security Act of 1974, as it may be amended from time to time.

1.34 The term “ Effective Date ” shall mean November 30, 2002, which is the original effective date of this Plan. The effective date of this Amendment and Restatement is January 1, 2008.

1.35 The term “ Eligible Employee ” shall mean, with respect to an Employer for a Plan Year or a portion thereof, an Employee who has met the requirements of Section 2.2 of this Plan.

1.36 The term “ Eligible Employee Testing Group ” shall mean, with respect to a Plan Year, any of the following groups of Eligible Employees of one (1) or more Employers: (a) the Eligible Employees of the Controlled Group Employers for the Plan Year; and (b) with respect to each (if any) Employer that was not a Controlled Group Employer for the Plan Year, the Eligible Employees of the Employer (and any Affiliated Employer thereof).

Notwithstanding the foregoing, if the Plan Administrator determines that (i) for a Plan Year this Plan satisfies the requirements of Code Sections 401(k), 401(m), 401(a)(4), and/or 410(b) only if aggregated with one or more plans of the Employer, as the term “plan” is defined in Treas. Reg. §1.401(k)-1(g)(11), or (ii) for a Plan Year one or more of such other plans of the Employer satisfy the requirements of Code Sections 401(k), 401(m), 401(a)(4), and/or 410(b) only if aggregated with this Plan, an Eligible Employee Testing Group shall also include all eligible employees in such other plans who would otherwise satisfy the requirements of such Eligible Employee Testing Group if such employees were participants in this Plan; provided, however, that with respect to an Employee who becomes, or ceased to be, a Collectively Bargained Employee during a Plan Year, such Employee shall be considered to be an Eligible Employee in an Eligible Employee Testing Group for the Plan Year only if such Employee is not a Collectively

 

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Bargained Employee on the last day of such Plan Year.

1.37 The term “ Eligible Participant ” shall mean, with respect to an Employer for a Plan Year or a portion thereof, an Employee who has met the requirements of Section 2.3 of this Plan.

1.38 The term “ Eligible Participant Testing Group ” shall mean, with respect to a Plan Year, any of the following groups of Eligible Participants of one (1) or more Employers: (a) the Eligible Participants of the Controlled Group Employers for the Plan Year; and (b) with respect to each (if any) Employer that was not a Controlled Group Employer for the Plan Year, the Eligible Participants of the Employer (and any Affiliated Employer thereof).

Notwithstanding the foregoing, if the Plan Administrator determines that (i) for a Plan Year this Plan satisfies the requirements of Code Sections 401(k), 401(m), 401(a)(4), and/or 410(b) only if aggregated with one or more plans of the Employer, as the term “plan” is defined in Treas. Reg. §1.401(k)-1(g)(11), or (ii) for a Plan Year one or more of such other plans of the Employer satisfy the requirements of Code Sections 401(k), 401(m), 401(a)(4), and/or 410(b) only if aggregated with this Plan, an Eligible Participant Testing Group shall also include all eligible employees in such other plans who would otherwise satisfy the requirements of such Eligible Participant Testing Group if such employees were participants in this Plan; provided, however, that with respect to an Employee who becomes, or ceased to be, a Collectively Bargained Employee during a Plan Year, such Employee shall be considered to be an Eligible Participant in an Eligible Participant Testing Group for the Plan Year only if such Employee is not a Collectively Bargained Employee on the last day of such Plan Year.

1.39 The term “ Employee ” shall mean an individual who is employed by an Employer, is not eligible to participate in any other cash or deferred arrangement, and is classified as a regular employee on the Employer’s U.S. payroll (including an Expatriate, as defined in Section 1.50 of this Plan, whose Home Country is the United States) other than an individual who is included in a unit of employees covered by a collective bargaining agreement; provided, however, that any such individual shall not be considered to be an “Employee” prior to the date as of which his or her Employer became an “Employer,” as defined in Section 1.41 of this Plan; and further, provided, however, that the term “Employee” shall not include:

(a) any Leased Employee as defined in Section 1.67 of this Plan;

(b) any Inpatriate as defined in Section 1.63 of this Plan who is otherwise eligible for benefits in his or her Home Country as defined in Section 1.60 of this Plan;

(c) any TCN as defined in Section 1.101 of this Plan who is otherwise eligible for benefits in a country outside the United States;

 

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(d) any Expatriate who is otherwise eligible for benefits in his or her Host Country;

(e) any individual that an Employer treats as an independent contractor or a leased employee;

(f) any individual who works for an Employer and is paid by a temporary help agency, contract firm, or leasing organization;

(g) any individual who is hired directly by an Employer for a specified period of time as an on-call, irregular, or intermittent worker; and

(h) any individual who is a co-op student or an intern and who is hired directly by an Employer.

1.40 The term “ Employee Contributions Subaccount ” shall mean, with respect to a Participant, the Subaccount (if any) maintained on the Participant’s behalf to record (a) any amounts transferred from the “Employee Contributions Subaccount” (if any) that was maintained on the Participant’s behalf under the Prior Plan on the Effective Date; (b) his or her after-tax employee contributions (plus any earnings thereon and minus any losses thereon) that were maintained under the GLI International Inc. 401(k) Plan as of December 20, 2002; (c) his or her after-tax employee contributions (plus any earnings thereon and minus any losses thereon) that were maintained under the Quantic Industries, Inc. Profit Sharing and Salary Deferral Plan as of March 31, 2004; (d) his or her after-tax employee contributions (plus any earnings thereon and minus any losses thereon) that were maintained under the Sybron Dental Specialties, Inc. Savings and Thrift Plan as of December 29, 2006; (e) his or her after-tax employee contributions (plus any earnings thereon and minus any losses thereon) that were maintained under the Leica Microsystems Inc. 401(k) Savings Plan as of December 29, 2006; (f) any additions thereto; and (g) any deductions therefrom, all as determined in accordance with this Plan.

1.41 The term “ Employer ” shall mean the Plan Sponsor or any other entity (whether or not an Affiliated Employer of the Plan Sponsor) that, with the consent of the Plan Sponsor, shall adopt this Plan and the Trust Agreement and shall remain an Employer.

1.42 The term “ Employer Contributions Subaccount ” shall mean, with respect to a Participant, the Subaccount (if any) maintained on the Participant’s behalf to record (a) the Participant’s allocable share (if any) of Unilateral Employer Contributions made on his or her behalf; (b) the Participant’s allocable share (if any) of Discretionary Employer Contributions; (c) any amount transferred from the “Employer Contributions Subaccount” (if any) that was maintained on the Participant’s behalf under the Prior Plan as of the Effective Date; (d) any amount transferred from the company retirement subaccount (if any) that was maintained on the Participant’s behalf under the Leica Microsystems Inc. 401(k) Savings Plan as of December 29, 2006; and (e) any additions thereto; and (f) any deductions therefrom, all as determined in accordance with this Plan.

 

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1.43 The term “ Employment ” shall mean, with respect to an individual, employment of the individual by an Employer or an Affiliated Employer.

1.44 The term “ Employment Date ” shall mean, with respect to an employee of an Employer, the date that the employee first completes an Hour of Service, where the term “Hour of Service” shall be only as defined in Section 1.62(a) of this Plan.

1.45 The term “ Entry Date ” shall mean, with respect to an Employee, the later of (a) the date that the individual became an Employee or (b) the date that he or she completed his or her first (1st) Hour of Service.

1.46 The term “ Excess Compensation ” shall mean, with respect to an Eligible Participant for a Plan Year, the portion (if any) of the Eligible Participant’s Basic Compensation for the Plan Year, or, if the Eligible Participant became an Eligible Participant after the first (1st) day of the Plan Year, the portion (if any) of the Eligible Participant’s Basic Compensation while he or she was an Eligible Participant during the Plan Year, that exceeds the taxable wage base under Code Section 3121(a)(1) in effect on the first (1st) day of the Plan Year.

1.47 The term “ Excess Aggregate Contributions ” shall mean, with respect to an Eligible Participant Testing Group for a Plan Year, such amount (if any) of the aggregate Applicable Matching Contributions made on behalf of the Highly Compensated Eligible Participants in such group for the Plan Year that the Plan Administrator shall determine pursuant to Section 3.10 of this Plan causes noncompliance with the Actual Contribution Percentage Test.

1.48 The term “ Excess Contributions ” shall mean, with respect to an Eligible Employee Testing Group for a Plan Year, such amount (if any) of the aggregate Applicable Salary Deferral Contributions made on behalf of the Highly Compensated Eligible Employees in such group for the Plan Year that the Plan Administrator shall determine pursuant to Section 3.9 of this Plan causes noncompliance with the Actual Deferral Percentage Test.

1.49 The term “ Excess Deferrals ” shall mean, with respect to a Participant for a calendar year, such portion (if any) of the Salary Deferral Contributions made for the calendar year on the Participant’s behalf that the Plan Administrator shall determine pursuant to Section 3.11 of this Plan to be distributable to the Participant pursuant thereto and in accordance with Code Sections 401(a) and 402(g) and the regulations thereunder.

1.50 The term “ Expatriate ” shall mean an individual who is working for an Employer, whose Home Country is the United States, and who temporarily is assigned to a Host Country and is expected to return to his or her Home Country upon completion of the assignment.

1.51 The term “ Five-percent Owner ” shall mean, with respect to an Employer for a Plan Year, an individual who, at any time during the Plan Year, owns an interest in the Employer of more than five percent (5%), as determined in accordance with Code Section 416(i)(1).

 

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1.52 The term “ Fluke Plan ” shall mean the former Fluke Corporation Profit Sharing Plan.

1.53 The term “ Forfeiture ” shall mean, with respect to an Employer, an amount forfeited from the Account of an Employee or former Employee of the Employer pursuant to Section 3.9(b)(v), 3.10(b)(v), 3.11(c), or 5.4 of this Plan.

1.54 The term “ Forfeiture Allocation Date ” shall mean, with respect to an Employer, the last day of a Quarter or any other Valuation Date during a Plan Year as of which the Plan Administrator shall direct the Trustee that amounts in the Employer’s Forfeitures Account shall be allocated pursuant to Section 4.7 of this Plan.

1.55 The term “ Forfeitures Account ” shall mean, with respect to an Employer, an account maintained by the Trustee to record (a) the Employer’s Forfeitures that were maintained under the Prior Plan as of the Effective Date; (b) the Forfeitures that arise with respect to Employees or former Employees of such Employer; (c) any additions thereto; and (d) any deductions therefrom, all as determined in accordance with this Plan; provided, however, that, as of the date (if any) that the Employer ceases to be a Controlled Group Employer, (a) any amount in the Employer’s Forfeitures Account shall be allocated among the Forfeitures Accounts of the Employers who are, as of such date, Controlled Group Employers in the manner determined by the Plan Administrator and (b) if, in accordance with Section 1.41 of this Plan, the Employer shall remain an Employer for any time after such date, the Employer’s Forfeitures Account shall continue to be maintained for purposes of recording the Forfeitures that arise subsequently with respect to Employees or former Employees of such Employer, which shall be credited to the Accounts of Employees of such Employer in accordance with Article IV of this Plan.

1.56 The term “ Hach ESOP ” shall mean the former Hach Company Employee Stock Ownership Plan.

1.57 The term “ Highly Compensated Eligible Employee ” shall mean, with respect to an Employer for a Plan Year, an Eligible Employee who is a Highly Compensated Employee for the Plan Year.

1.58 The term “ Highly Compensated Eligible Participant ” shall mean, with respect to an Employer for a Plan Year, an Eligible Participant who is a Highly Compensated Employee for the Plan Year.

1.59 The term “ Highly Compensated Employee ” shall be defined in Subsection (a) below subject to the rules provided in Subsection (b) below:

(a) Definition . With respect to an Employer for a Plan Year, a Highly Compensated Employee of the Employer for the Plan Year shall be an individual described in any of Paragraphs (i) through (iii) below:

(i) An employee who performed services for the Employer during the Plan Year and who, during the preceding Plan Year, received Compensation in excess of eighty thousand dollars ($80,000), as adjusted by the Secretary of the Treasury

 

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in accordance with Code Section 414(q)(1); provided, however, that the Plan Administrator may elect, for any Plan Year, to apply the additional requirement that an employee described in this Paragraph shall not be considered to be a Highly Compensated Employee unless he or she was a member of the Top-paid Group for the preceding Plan Year.

(ii) An employee who performed services for the Employer during the Plan Year and who was a Five-percent Owner during the Plan Year or the preceding Plan Year.

(iii) A former employee who separated (or was deemed to have separated) from the service of the Employer prior to the Plan Year, who performed no services for the Employer during the Plan Year, and who was a Highly Compensated Employee for either the Plan Year in which he or she separated from the service of the Employer or any Plan Year ending on or after his or her fifty-fifth (55th) birthday.

(b) Rules . For purposes of this Section, the determination of the Highly Compensated Employees of an Employer for a Plan Year shall be made in accordance with regulations under Code Section 414(q) and Paragraphs (i) through (v) below:

(i) The term “Top-paid Group” shall mean the twenty percent (20%) of the employees of the Employer who received the highest Compensation; provided, however, that, for purposes of determining the employees of the Employer who shall be included in the Top-paid Group for the Plan Year, the following groups of employees shall be excluded: (A) employees who have not completed six (6) months of service; (B) employees who normally work fewer than seventeen and one-half (17-1/2) hours per week; (C) employees who normally work during not more than six (6) months during any year; and (D) employees who have not attained age twenty-one (21).

(ii) With respect to an employee or former employee of the Employer for the Plan Year, the term “Compensation” shall include the aggregate of any other elective deferrals made on the individual’s behalf during the Plan Year under any plan maintained by the Employer pursuant to Code Section 401(k) and the aggregate amounts (if any) contributed on his or her behalf during the Plan Year under any plan maintained by the Employer pursuant to Code Section 125.

(iii) The term “Employer” shall include, for purposes of determining an individual’s Compensation and all other purposes other than determining who is a Five-percent Owner, all Affiliated Employers of the Employer.

(iv) The term “employee” shall not include an individual who is a nonresident alien described in Code Section 414(q)(11).

(v) In determining who is a Highly Compensated Employee, the Employer elects to use calendar year data in accordance with the regulations under Code Section 414(q).

 

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1.60 The term “ Home Country ” shall mean the country to which an individual’s salary and benefits are tied.

1.61 The term “ Host Country ” shall mean the country in which the individual is working.

1.62 The term “ Hour of Service ” shall be defined in Subsection (a) below subject to the rules in Subsection (b) below:

(a) Definition . With respect to an employee of an Employer, an Hour of Service shall be an hour described in any of Paragraphs (i), (ii), or (iii) below:

(i) Each hour for which the employee is paid, or entitled to payment, for the performance of duties for the Employer (a “Performance Hour”).

(ii) Each hour for which the employee is paid, or entitled to payment, by the Employer on account of a period of time during which the employee did not perform duties (irrespective of whether the employment relationship had terminated) due to vacation, holiday, illness, incapacity (including disability), layoff, jury duty, military duty, or leave of absence (an “Absence Hour”).

(iii) Each hour during which the employee performed duties and for which the Employer awards or agrees to back pay, irrespective of mitigation of damages (a “Back-pay Performance Hour”), and each hour during which the employee did not perform or would not have performed duties and for which the Employer awards or agrees to back pay, irrespective of mitigation of damages (a “Back-pay Absence Hour”).

(b) Rules . For purposes of this Section, an employee’s Hours of Service shall be calculated and credited in accordance with Paragraphs (b) and (c) of Section 2530.200b-2 of the United States Department of Labor Regulations and the following:

(i) For purposes of calculating Absence Hours, a payment shall be deemed to be made by, or due to the employee from, the Employer regardless of whether such payment is made by or due from the Employer directly or indirectly through, among others, a trust fund or insurer to which the Employer contributes or pays premiums and regardless of whether contributions made or due to the trust fund, insurer, or other entity are for the benefit of particular employees of the Employer or are on behalf of a group of employees of the Employer in the aggregate.

(ii) An Absence Hour shall not be based on a payment to the employee that was made or is due (A) under a plan maintained solely for the purpose of complying with applicable workers’ compensation, unemployment compensation, or disability insurance laws or (B) solely to reimburse the employee for medical or medically related expenses incurred by the employee.

 

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(iii) A Performance Hour or an Absence Hour that is also a Back-pay Performance Hour or a Back-pay Absence Hour, respectively, shall be credited as only one (1) Hour of Service.

(iv) No more than five hundred one (501) Hours of Service shall be credited for a continuous period of Absence Hours or Back-pay Absence Hours, whether or not such period occurs in one (1) or more than one (1) Plan Year or other computation period.

(v) For purposes of Paragraph (b)(1) of Section 2530.200b-2 of the United States Department of Labor regulations, forty (40) Hours of Service shall be credited for each week of Absence Hours or Back-pay Absence Hours.

(vi) The term “Employer” shall include all Affiliated Employers of the Employer.

1.63 The term “ Inpatriate ” shall mean an individual who is working for an Employer, whose Host Country temporarily is the United States, and whose Home Country is outside the United States.

1.64 The term “ Joslyn ” shall mean Joslyn Corporation or an Affiliated Employer thereof that shall have been participating in the Joslyn Plan as of December 31, 1996.

1.65 The term “ Joslyn Plan ” shall mean the former Joslyn Corporation & Subsidiaries Savings and Profit Sharing Plan.

1.66 The term “ Kollmorgen Plan ” shall mean the former Kollmorgen Corporation 401(k) Savings & Investment Plan.

1.67 The term “ Leased Employee ” shall mean any person (other than an employee of the Employer) who pursuant to an agreement between the Employer and any other person (“leasing organization”) has performed services for the Employer (or for the Employer and related persons determined in accordance with Code Section 414(n)(6)) on a substantially full time basis for a period of at least one year, and such services are performed under the primary direction or control by the employer. Contributions or benefits provided to a leased employee by the leasing organization which are attributable to services performed for the Employer shall be treated as provided by the Employer. A leased employee shall not be considered an employee of the Employer if: (1) such employee is covered under a money purchase pension plan providing (i) a nonintegrated employer contribution rate of at least 10% of Compensation, (ii) immediate participation, and (iii) full and immediate vesting; and (2) leased employees do not constitute more than 20% of the Employer’s nonhighly compensated work force.

1.68 The term “ Life Annuity ” shall mean, with respect to a Participant or the spouse of a deceased Participant, a series of monthly payments to the Participant or spouse for his or her life under which the last payment shall be made as of the first day of the month in which the Participant or spouse dies.

 

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1.69 The term “ Matching Contribution ” shall mean, with respect to a Participant, a contribution made to the Trust Fund on the Participant’s behalf by his or her Employer pursuant to Sections 3.4 and 4.4 of this Plan.

1.70 The term “ Matching Contributions Subaccount ” shall mean, with respect to a Participant, the Subaccount (if any) maintained on the Participant’s behalf to record (a) any amount transferred from the “Matching Contributions Subaccount” (if any) that was maintained on the Participant’s behalf under the Prior Plan as of the Effective Date; (b) the Matching Contributions made on his or her behalf; (c) any additions thereto; and (d) any deductions therefrom, all as determined in accordance with this Plan.

1.71 The term “ MEI Plan ” shall mean the former Motion Engineering 401(k) Plan.

1.72 The term “ Merged Kollmorgen Plan ” shall mean either the former Kollmorgen Employees’ Defined Contribution Retirement Plan as in effect on December 31, 1990 or the Sierracin Corporation 401(k) Savings Plan as in effect on July 1, 1998.

1.73 The term “ Newtown Plan ” shall mean the former Newtown Manufacturing Company, Inc. Money Purchase Pension Plan.

1.74 The term “ Nonforfeitable Account ” shall mean, with respect to a Participant, the portion (if any) of the Participant’s Account that is nonforfeitable as determined pursuant to Article V of this Plan.

1.75 The term “ Nonhighly Compensated Eligible Employee ” shall mean, with respect to an Employer for a Plan Year, an Eligible Employee who is not a Highly Compensated Employee of the Employer for the Plan Year.

1.76 The term “ Nonhighly Compensated Eligible Participant ” shall mean, with respect to an Employer for a Plan Year, an Eligible Participant who is not a Highly Compensated Employee of the Employer for the Plan Year.

1.77 The term “ Normal Retirement Date ” shall mean, with respect to a Participant, the Participant’s sixty-fifth (65th) birthday.

1.78 The term “ One-year Break in Service ” shall mean, with respect to a Participant, the first three hundred sixty-five (365) consecutive days during the Participant’s latest Period of Severance, which such One-year Break in Service shall be deemed to occur as of the three hundredth and sixty-fifth (365th) such day.

1.79 The term “ Participant ” shall mean an Employee or former Employee who is participating in this Plan pursuant to Article II of this Plan.

1.80 The term “ Payroll Period ” shall mean, with respect to an Employee, a period with respect to which the Employee receives a payroll check or otherwise is paid for services that he or she performs during the period for an Employer.

 

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1.81 The term “ Period of Severance ” shall mean, with respect to a Participant as of a Reemployment Date, the period of time between the Participant’s last preceding Severance from Service Date and such Reemployment Date; provided, however, that, with respect to a Participant whose Severance from Service Date occurred as a result of an absence that constituted a Parental Leave, solely for purposes of determining the Participant’s Period of Severance, the Participant’s Severance from Service Date shall be deemed to be the second (2nd) anniversary of the date that the Participant’s absence began, or, if earlier, the date that the Participant’s Employment terminated; where, for purposes of this Section, the term “Parental Leave” shall mean a period of the Participant’s absence from Employment because of (a) the Participant’s pregnancy, (b) the birth of his or her child, (c) the placement of a child with the Participant for adoption, or (d) the care of his or her child for a period immediately following the child’s birth or placement; provided that the Plan Administrator may require, on a uniform and nondiscriminatory basis, that the Participant timely furnish to the Plan Administrator such information as may reasonably be required for the Plan Administrator to determine that the Participant’s absence qualifies as a Parental Leave and to calculate the number of days of such Parental Leave.

1.82 The term “ Plan ” shall mean this Danaher Corporation & Subsidiaries Savings Plan, as it may be amended from time to time.

1.83 The term “ Plan Administrator ” shall mean the Benefits Committee appointed by the Appointing Committee and charged with the general responsibility for the administration of this Plan pursuant to Article VII.

1.84 The term “ Plan Sponsor ” shall mean Danaher Corporation, with principal offices located in Washington, D.C., and its successors and assigns.

1.85 The term “ Plan Year ” shall mean the twelve (12)-consecutive-month period ending on a December 31. The Plan Year shall constitute the “limitation year” for purposes of Code Section 415.

1.86 The term “ Prior Employer Contributions Subaccount ” shall mean, with respect to a Participant, the Subaccount (if any) maintained to record (a) any amounts transferred from the “Prior Employer Contributions Subaccount” (if any) that was maintained on the Participant’s behalf under the Prior Plan as of the Effective Date; (b) any employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the GLI International Inc. 401(k) Plan as of December 20, 2002; (c) any employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Reliable Power Meters Inc. 401(k) Profit Sharing Plan as of December 26, 2002; (d) any employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Hydrolab Corporation 401(k) Plan as of December 26, 2002; (e) any employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Orbisphere Laboratories Overseas 401(k) Plan as of July 1, 2003; (f) any employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Environmental Test Systems, Inc. 401(k) Plan as of July 1, 2003; (g) any employer contributions (plus any earnings thereon and minus any losses thereon) that were

 

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maintained on the Participant’s behalf under the Willett America, Inc. 401(k) Savings Plan as of September 30, 2003; (h) any employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Thomson Retirement Savings Plan as of December 31, 2003; (i) any employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Quantic Industries, Inc. Profit Sharing and Salary Deferral Plan as of March 31, 2004; (j) any employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the ELE International, LLC Savings and Retirement 401(k) Plan as of June 1, 2004; (k) any employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Radiometer America Inc. Retirement Savings Plan as of December 31, 2004; (l) any employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the SenDx Medical, Inc. 401(k) Savings and Investment Plan as of December 31, 2004; (m) any employer contributions and any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the MEI Plan as of December 31, 2004; (n) any employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the KaVo Retirement Plan as of January 3, 2005; (o) any employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Accu-Sort Systems, Inc. Profit Sharing 401(k) Plan as of January 3, 2005; (p) any employer contributions and any matching contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the OECO Employees’ Qualified Savings Plan as of December 30, 2005; (q) any employer contributions and any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Visual Networks Plan as of June 1, 2006; (r) any employer contributions and any matching contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Marsh-McBirney, Inc. 401(k) Plan as of September 29, 2006; (s) any employer contributions and any matching contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Sybron Dental Specialties, Inc. Savings and Thrift Plan as of December 29, 2006; (t) any matching contributions (plus any earnings thereon and

 

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minus any losses thereon) that were maintained on the Participant’s behalf under the Leica Microsystems Inc. 401(k) Savings Plan as of December 29, 2006; (u) any employer contributions and any matching contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Innova Corp. 401(k) Profit Sharing Plan & Trust as of April 30, 2007; (v) any matching contributions and any qualified non-elective contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Datapaq 401(k) Plan as of October 12, 2007; (w) any employer contributions and any prior money purchase pension plan contributions previously contributed under the Chemtreat, Inc. Employee Stock Ownership Plan and Trust Agreement (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Chemtreat, Inc. 401(k) Profit Sharing Retirement Plan as of December 31, 2007; (x) any employer contributions and any safe-harbor employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Comark Instruments, Inc. Savings and Profit Sharing Plan as of January 2, 2008; (y) any employer contributions and any safe-harbor employer contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Vision BioSystems, Inc. 401(k) Plan as of January 2, 2008; (z) any additions thereto; and (aa) any deductions therefrom, all as determined in accordance with this Plan.

1.87 The term “ Prior Matching Contributions Subaccount ” shall mean, with respect to a Participant, the Subaccount (if any) maintained to record (a) any amounts transferred from the “Prior Matching Contributions Subaccount” (if any) that was maintained on the Participant’s behalf under the Prior Plan as of the Effective Date; (b) any additions thereto; and (c) any deductions therefrom, all as determined in accordance with this Plan.

1.88 The term “ Prior Plan ” shall mean, with respect to a Participant, the Danaher Corporation & Subsidiaries Retirement and Savings Plan as in effect on the Effective Date.

1.89 The term “ Prior Plan Employee ” shall mean an individual who was an “Employee” under the Prior Plan, as the term “Employee” is defined therein, prior to the Effective Date.

1.90 The term “ Qualified Annuity ” shall mean, with respect to a Participant, (a) a Life Annuity payable to the Participant if he or she shall not have a spouse as of his or her Benefit Commencement Date or (b) a Qualified Joint and Survivor Annuity payable to the Participant and his or her spouse if the Participant shall have a spouse as of his or her Benefit Commencement Date.

1.91 The term “ Qualified Joint and Survivor Annuity ” shall mean, with respect to a Participant and his or her spouse on the Participant’s Benefit Commencement Date, a Life Annuity payable to the Participant and, commencing as of the first day of the month next succeeding the month in which the Participant’s death occurs, a Life Annuity payable to the spouse (if then living) under which the monthly payment to the spouse shall equal fifty percent (50%) of the monthly payment to the Participant.

1.92 The term “ Qualified Pre-retirement Survivor Annuity ” shall mean, with respect to the spouse of a deceased Participant, a Life Annuity payable to the spouse as of his or her Benefit Commencement Date, which shall be based on fifty percent (50%) of the Participant’s Account or Subaccount with respect to which the spouse shall be entitled to receive such annuity; provided, however, that the spouse of a deceased Participant who was a participant in the Newtown Plan shall receive a Life Annuity as of his or her Benefit Commencement Date, which shall be based on one hundred percent (100%) of the Participant’s Prior Employer Contributions Subaccount.

 

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1.93 The term “ Quarter ” shall mean a three (3)-month period beginning on a January 1st, April 1st, July 1st, or October 1st.

1.94 The term “ Reemployment Date ” shall mean, with respect to a former employee of an Employer who has incurred a Severance from Service Date, the date (if any) following the Severance from Service Date that the individual first completes an Hour of Service, where the term “Hour of Service” shall be defined only as in Section 1.62(a) of this Plan.

1.95 The term “ Required Beginning Date ” shall mean, with respect to a Participant or a deceased Participant, for purposes of determining minimum distributions for calendar years beginning with the 2007 calendar year, April 1 of the calendar year following the later of the calendar year in which the Participant attains age 70  ¹ / 2 or the calendar year in which the Participant terminates Employment, except that minimum distributions to a Five-percent Owner (as defined in Section 10.2(d) of the Plan) shall commence by April 1 of the calendar year following the calendar year in which the Participant attains age 70  ¹ / 2 Any Employee who attained age 70  ¹ / 2 in years prior to 2007 may elect to stop distributions and later recommence distributions by April 1 of the calendar year following the calendar year in which the Employee terminates Employment and there shall be no new Benefit Commencement Date upon recommencement unless Section 6.4 of the Plan applies with respect to a Prior Employer Contributions Subaccount.

1.96 The term “ Salary Deferral Contribution ” shall mean, with respect to a Participant, an amount of the Participant’s Basic Compensation that is contributed on his or her behalf to the Trust Fund pursuant to Sections 3.3 and 4.3 of this Plan.

1.97 The term “ Salary Deferral Contributions Subaccount ” shall mean, with respect to a Participant, the Subaccount (if any) maintained to record (a) any amounts transferred from the “Salary Deferral Contributions Subaccount” (if any) that was maintained on the Participant’s behalf under the Prior Plan as of the Effective Date; (b) the Salary Deferral Contributions made on the participant’s behalf; (c) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the GLI International Inc. 401(k) Plan as of December 20, 2002; (d) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Reliable Power Meters Inc. 401(k) Profit Sharing Plan as of December 26, 2002; (e) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Hydrolab Corporation 401(k) Plan as of December 26, 2002; (f) any salary deferral contributions

 

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(plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Orbisphere Laboratories Overseas 401(k) Plan as of July 1, 2003; (g) any salary deferral contributions (plus earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Environmental Test Systems, Inc. 401(k) Plan as of July 1, 2003; (h) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Raytek, Inc. 401(k) Plan as of September 30, 2003; (i) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Willett America, Inc. 401(k) Savings Plan as of September 30, 2003; (j) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Thomson Retirement Savings Plan as of December 31, 2003; (k) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Quantic Industries, Inc. Profit Sharing and Salary Deferral Plan as of March 31, 2004; (l) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the ELE International, LLC Savings and Retirement 401(k) Plan as of June 1, 2004; (m) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Radiometer America Inc. Retirement Savings Plan as of December 31, 2004; (n) any Salary Deferral Contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the SenDx Medical, Inc. 401(k) Savings and Incentive Plan as of December 31, 2004; (o) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the KaVo Retirement Plan as of January 3, 2005; (p) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Accu-Sort Systems, Inc. Profit Sharing 401(k) Plan as of January 3, 2005; (q) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the OECO Employees’ Qualified Savings Plan as of December 30, 2005; (r) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Marsh-McBirney Inc. 401(k) Plan as of September 29, 2006; (s) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Sybron Dental Specialties, Inc. Savings and Thrift Plan as of December 29, 2006; (t) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Leica Microsystems Inc. 401(k) Savings Plan as of December 29, 2006; (u) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Innova Corp. 401(k) Profit Sharing Plan & Trust as of April 30, 2007; (v) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Datapaq 401(k) Plan as of October 12, 2007; (w) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Chemtreat, Inc. 401(k) Profit Sharing Retirement Plan as of December 31, 2007; (x) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Comark Instruments, Inc. Savings and Profit Sharing Plan as of January 2, 2008; (y) any salary deferral contributions (plus any earnings thereon and minus any losses thereon) that were maintained on the Participant’s behalf under the Vision BioSystems, Inc. 401(k) Plan as of January 2, 2008; (z) any additions thereto; and (aa) any deductions therefrom, all as determined in accordance with this Plan.

 

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1.98 The term “ Salary Deferral Limit ” shall mean, with respect to a calendar year, the amount determined in accordance with the following table, as may be adjusted under Code Section 402(g)(4), except to the extent permitted under Article XII of this Plan and Code Section 414(v):

 

1.99 The term “ Severance from Service Date ” shall mean, with respect to a Participant who becomes absent from Employment (with or without compensation), the date determined in accordance with Subsection (a) or (b) below, as applicable, except as otherwise provided in Subsection (c) below, if and as applicable:

(a) If the Participant’s absence resulted from the termination of his or her Employment because the Participant quit, was discharged, retired, or died, the date of such termination of his or her Employment.

(b) If the Participant’s absence did not result from the termination of his or her Employment as described in Subsection (a) above, the earlier of the date that his or her Employment subsequently terminates, as described in Subsection (a), or the date determined in accordance with Paragraph (i) or (ii) below, as applicable:

(i) If the Participant’s absence constituted an authorized leave of absence, the date one (1) year following the expiration thereof if the Participant shall have failed to return to Employment from such leave of absence without reasonable cause, as determined by the Employer or Affiliated Employer; or

(ii) The first (1st) anniversary of the first day of the Participant’s absence if Paragraph (i) above is not applicable.

(c) Notwithstanding Subsections (a) and (b) above, the Participant shall not be deemed to have incurred a Severance from Service Date if:

(i) The Participant completes at least one (1) Hour of Service within the twelve (12)-month period beginning on the earlier of the date that the Participant’s Employment terminated or the date that the Participant’s absence from

 

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Employment began, where the term “Hour of Service” shall be defined only as in Section 1.61(a) of this Plan; or

(ii) The Participant entered service in the armed forces of the United States and the Participant becomes an Employee again within the period of time required by USERRA to preserve his or her reemployment rights.

1.100 The term “ Subaccount ” shall mean, with respect to a Participant, any of the following subaccounts as may be maintained on the Participant’s behalf by the Trustee in accordance with the terms of this Plan: (a) an Employer Contributions Subaccount, (b) a Salary Deferral Contributions Subaccount, (c) a Matching Contributions Subaccount, (d) an Employee Contributions Subaccount, (e) a Transferred Contributions Subaccount, and (f) any other Subaccount as the Trustee may maintain on the Participant’s behalf as the Plan Administrator may deem necessary.

1.101 The term “ TCN ” shall mean an individual from one country who is working temporarily in a second country for an Employer headquartered in a third country.

1.102 The term “ Transferred Contribution ” shall mean, with respect to a Participant, an amount rolled over or trustee-to-trustee transferred to the Trust Fund on the Participant’s behalf pursuant to Section 3.6 of this Plan.

1.103 The term “ Transferred Contributions Subaccount ” shall mean, with respect to a Participant, the Subaccount (if any) maintained on the Participant’s behalf to record (a) any amounts transferred from the “Transferred Contributions Subaccount” (if any) that were maintained on the Participant’s behalf under the Prior Plan as of the Effective Date; (b) the Transferred Contributions made on his or her behalf; (c) any additions thereto; and (d) any deductions therefrom, all as determined in accordance with this Plan.

1.104 The term “ Trust Agreement ” shall mean the Trust Agreement Between Danaher Corporation and Fidelity Management Trust Company, as it may be amended from time to time, whereby the Trustee holds the assets of this Plan.

1.105 The term “ Trust Fund ” shall mean all cash, securities, life insurance, and real estate, and any and all other property held by the Trustee pursuant to the terms of the Trust Agreement, any additions thereto and any deductions therefrom.

1.106 The term “ Trustee ” shall mean the trustee or trustees designated in the Trust Agreement or designated pursuant to any procedure therefor provided in the Trust Agreement.

1.107 The term “ Unilateral Employer Contribution ” shall mean, with respect to an Employer, a contribution made to the Trust Fund by the Employer pursuant to Sections 3.1 and 4.1 of this Plan.

 

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1.108 The term “ USERRA ” shall mean the Uniformed Services Employment and Reemployment Act of 1994, as it may be amended from time to time, or any subsequent corresponding law.

1.109 The term “ Valuation Date ” shall mean the last day of a calendar month.

1.110 The term “ Valuation Period ” shall mean the time period beginning on the day after a Valuation Date and ending on the next succeeding Valuation Date.

1.111 The term “ Visual Networks Plan ” shall mean the former Visual Networks 401(k) Plan.

1.112 The term “ Willett Plan ” shall mean the former Willett America, Inc. 401(k) Savings Plan.

1.113 The term “ Year of Service ” shall mean, with respect to a Participant, the first three hundred sixty-five (365) consecutive days during the Participant’s Continuous Service or any subsequent period of three hundred sixty-five (365) consecutive days during his or her Continuous Service.

 

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ARTICLE II

PARTICIPATION

2.1 Commencement of Participation . Subject to Section 2.6 of this Plan, an Employee shall become a Participant on the earliest date specified in Subsections (a) through (d) below, if and as applicable:

(a) Eligible Employee Electing Salary Deferral Contributions . An Employee shall become a Participant on the later of (i) the date as of which he or she becomes an Eligible Employee pursuant to Section 2.2 of this Plan or (ii) the date as of which he or she first has in effect an election relating to Salary Deferral Contributions pursuant to Section 3.3 of this Plan.

(b) Prior Plan Participant . An individual whose participation in the Prior Plan terminated due to the fact that an amount was transferred to the Trust Fund representing the account maintained on the individual’s behalf under the Prior Plan shall become a Participant on the Effective Date.

(c) Eligible Participant . An Employee shall become a Participant on the date as of which he or she becomes an Eligible Participant pursuant to Section 2.3 of this Plan.

(d) Employee with Transferred Contributions . An Employee who makes, or on whose behalf is made, a Transferred Contribution to this Plan shall become a Participant as of the date of the Trustee’s receipt of such Transferred Contribution.

2.2 Participation as an Eligible Employee . Subject to Sections 2.4 and 2.5 of this Plan:

(a) In General . An Employee shall become an Eligible Employee on his or her Entry Date, provided that the individual is an Employee on such Entry Date.

(b) Employees on Effective Date . Notwithstanding Subsection (a) above, the date that an Employee shall become an Eligible Employee shall be the Effective Date if such date is later than the date determined pursuant to Subsection (a) above.

2.3 Participation as an Eligible Participant . Subject to Sections 2.4 and 2.5 of this Plan, an Employee shall become an Eligible Participant on the anniversary of his or her Entry Date that coincides with or next follows the later of (a) the date that the individual became an Employee or (b) the date that he or she completed one (1) Year of Service uninterrupted by a One-year Break in Service, provided that the individual is an Employee on such anniversary. Notwithstanding the foregoing, the date that an Employee shall become an Eligible Participant shall be the Effective Date if such date is later than the date determined pursuant to the foregoing sentence.

2.4 Former Employee . In the case of a former Employee who did not become an Eligible Employee pursuant to Section 2.2 of this Plan or who did not become an

 

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Eligible Participant pursuant to Section 2.3 of this Plan, as applicable, solely because he or she was not an Employee on the date as of which he or she would have become an Eligible Employee or an Eligible Participant, the individual shall become an Eligible Employee or an Eligible Participant, as applicable, on the later of (a) such date or (b) the date that he or she completes his or her first (1st) Hour of Service as a rehired Employee.

2.5 Former Eligible Employee or Former Eligible Participant . A former Employee who once was an Eligible Employee or an Eligible Participant shall again become an Eligible Employee or an Eligible Participant, respectively, on the date that he or she completes his or her first (1st) Hour of Service as a rehired Employee.

2.6 Participant in the Prior Plan . An individual who was not a Participant on the Effective Date, but who was a participant in the Prior Plan during any time period ending before the Effective Date, shall become a Participant on any such date as coincides with or follows the Effective Date that such individual completes his or her first (1st) Hour of Service as an Employee.

2.7 Termination of Participation .

(a) Eligible Employee . An Eligible Employee who ceases being an Employee shall cease being an Eligible Employee.

(b) Eligible Participant . An Eligible Participant who ceases being an Employee shall cease being an Eligible Participant.

(c) Participant . A Participant shall cease being a Participant on the earlier of (i) the date of his or her death or (ii) the date as of which an Account is no longer maintained for him or her.

 

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ARTICLE III

CONTRIBUTIONS

3.1 Unilateral Employer Contributions . With respect to each Employer that shall be a Contributing Employer for purposes of this Section, as of each Valuation Date, (a) a Unilateral Employer Contribution shall be made on behalf of the group of individuals each of whom shall have been an Eligible Participant of the Employer at any time during the Valuation Period ending on the Valuation Date in an amount equal to three percent (3%) of the aggregate Basic Compensation of such Eligible Participants for such Valuation Period; and (b) as soon as administratively possible after the Valuation Date, the Employer shall pay to the Trustee an amount equal to the Unilateral Employer Contribution so determined for the respective Valuation Period; provided, however, that, if the Valuation Date is a Forfeiture Allocation Date for the Employer, the Employer shall pay to the Trustee an amount equal to the excess (if any) of such Unilateral Employer Contribution over the balance (if any) in the Employer’s Forfeitures Account as of such Valuation Date.

3.2 Discretionary Employer Contributions . With respect to each Employer that shall be a Contributing Employer for purposes of this Section, if the Discretionary Percentage for the Employer for a Plan Year exceeds zero percent (0%), as of the last day of the Plan Year, (a) a Discretionary Employer Contribution shall be made on behalf of the group of individuals each of whom shall have been an Eligible Participant of the Employer on the last day of such Plan Year and shall have Excess Compensation for the Plan Year in an amount equal to the Discretionary Percentage multiplied by the aggregate Excess Compensation of such Eligible Participants for such Plan Year; and (b) as soon as administratively possible after the last day of the Plan Year, the Employer shall pay to the Trustee an amount equal to the Discretionary Employer Contribution so determined; provided, however, that, if the last day of the Plan Year is a Forfeiture Allocation Date for the Employer, the Employer shall pay to the Trustee an amount equal to the excess (if any) of such Discretionary Employer Contribution over the difference (if positive) between (a) the balance in the Employer’s Forfeitures Account (if any) as of such date and (b) any amount thereof as shall have been earmarked as of such date to be used as all or part of the Employer’s Unilateral Employer Contribution (if any) for the Valuation Period then ending pursuant to Section 3.1 of this Plan and/or the Employer’s Matching Contributions (if any) for the Valuation Period then ending pursuant to Section 3.4 of this Plan.

3.3 Salary Deferral Contributions .

(a) Right to Defer . Subject to this Section, an Eligible Employee of an Employer that shall be a Contributing Employer for purposes of this Section may elect to have a percentage of his or her Basic Compensation for each Payroll Period during which he or she shall be an Eligible Employee and shall have in effect an election with respect thereto withheld by his or her Employer and paid to the Trust Fund as a Salary Deferral Contribution. The designated percentage of an Eligible Employee’s Basic Compensation that he or she may elect to have withheld as a Salary Deferral Contribution shall be as follows: (i) with respect to a Nonhighly Compensated Eligible Employee, (A) effective

 

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prior to January 1, 2009, a whole percentage between one percent (1%) and twenty percent (20%), inclusive and (B) effective on and after January 1, 2009, a whole percentage between one percent (1%) and seventy-five percent (75%), inclusive; and (ii) with respect to a Highly Compensated Eligible Employee, (A) a whole percentage between one percent (1%) and twenty percent (20%), inclusive, if the Highly Compensated Eligible Employee is not an Eligible Participant and (B) otherwise, a whole percentage between one percent (1%) and nine percent (9%), inclusive; provided, however, that the Plan Administrator may also take any such actions as the Plan Administrator may determine to be necessary or desirable in order to avoid distributions of Excess Contributions pursuant to Section 3.9(b)(iii) of this Plan, including, but not limited to, requiring that the designated percentage of a Highly Compensated Eligible Employee’s Basic Compensation to be withheld as a Salary Deferral Contribution shall not exceed a specified percentage determined by the Plan Administrator.

(b) Elections . Subject to any procedures established by the Plan Administrator pursuant to Subsection (d) below, a Participant may make, change, or revoke an election with respect to Salary Deferral Contributions only as described in Paragraphs (i) through (iii) below:

(i) Initial Election and Changes . An Eligible Employee may make his or her initial election to have Salary Deferral Contributions made on his or her behalf by properly completing an election form and filing it with the Plan Administrator. Such initial election shall be effective for successive Payroll Periods starting with the Payroll Period that begins on or as soon as administratively possible after the Eligible Employee’s Entry Date or, if the Eligible Employee has not filed a properly completed election form with the Plan Administrator by such date, starting with the Payroll Period that begins on or as soon as administratively possible after the Eligible Employee files a properly completed election form with the Plan Administrator so long as the Eligible Employee remains an Eligible Employee on the first (1st) day of such Payroll Period.

An Eligible Employee who has in effect an election to have Salary Deferral Contributions made on his or her behalf may change such election by properly completing an election form and filing it with the Plan Administrator. Such election shall be effective for successive Payroll Periods starting with the Payroll Period beginning as soon as administratively possible on or after the Eligible Employee files the election form with the Plan Administrator so long as the individual remains an Eligible Employee on the first day of such Payroll Period.

(ii) Revocations . An Eligible Employee may at any time revoke an existing election with respect to Salary Deferral Contributions by filing with the Plan Administrator a new election form that provides for such revocation. Any such revocation shall be effective for Payroll Periods beginning as soon as administratively possible after the date that the Eligible Employee files the election form with the Plan Administrator.

(iii) Deemed Elections . Except as otherwise provided by the Plan Administrator, the Salary Deferral Contributions designated to be made on behalf of

 

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an Eligible Employee on the last election form properly completed by the Eligible Employee and filed with the Plan Administrator shall continue until the earlier of (A) the date that the individual ceases to be an Eligible Employee or (B) the effective date of a subsequent election form with respect to Salary Deferral Contributions properly completed by the Eligible Employee and filed with the Plan Administrator.

(c) Employer Withholding and Transmittal to Trust Fund . Each Employer who has Eligible Employees on whose behalf elections with respect to Salary Deferral Contributions shall be in effect for a Payroll Period shall withhold the designated Salary Deferral Contribution from each such Eligible Employee’s Basic Compensation in accordance with the respective such election. Then, as soon as administratively possible after each Valuation Date, the Employer shall pay to the Trustee the aggregate Salary Deferral Contributions that were withheld from its Eligible Employees’ Basic Compensation for the Valuation Period that ends on such date; provided, however, that, notwithstanding an election with respect to Salary Deferral Contributions made by a Highly Compensated Eligible Employee, the Plan Administrator may take any such actions as the Plan Administrator may determine to be necessary or desirable in order to avoid distributions of Excess Contributions pursuant to Section 3.9(b)(iii) of this Plan, including, but not limited to, prohibiting the payment to the Trustee of Salary Deferral Contributions that would otherwise be so paid on behalf of the Highly Compensated Eligible Employee for the remainder of a Plan Year and specifying the amount of any Salary Deferral Contribution that would otherwise be paid to the Trustee on behalf of the Highly Compensated Eligible Employee as may be so paid.

(d) Election Form Procedures . The Plan Administrator shall adopt and may amend procedures to be followed by Eligible Employees in electing to make, to change, or to revoke Salary Deferral Contributions and, pursuant thereto, may, among other actions, format election forms, establish deadlines for elections, develop an approval process for elections, and determine the methods under which a Participant’s Salary Deferral Contributions may be distributed to him or her, if necessary, pursuant to Section 3.9 or 3.11 of this Plan.

(e) Suspension of Salary Deferral Contributions . Notwithstanding the foregoing Subsections, an Eligible Employee who has received a hardship dist