Exhibit 10.7(e)
FMC Technologies,
Inc.
Salaried Employees’
Equivalent Retirement Plan
As Amended and Restated, Effective
January 1, 2009
T ABLE OF C ONTENTS
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PAGE
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Section
1.
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Establishment
and Purposes of the Plan
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1
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Section
2.
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Participants
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1
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Section
3.
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Excess
Benefit
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1
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Section
4.
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Funding
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1
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Section
5.
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Establishment
of Trust
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2
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Section
6.
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Payment of
Excess Benefit
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2
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Section
7.
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Actuarial
Equivalent Benefit
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3
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Section
8.
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Administration
of the Plan
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3
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Section
9.
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Amendment and
Termination
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4
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Section
10.
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Employment
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4
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Section
11.
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Withholding for
Taxes
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4
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Section
12.
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Immunity of
Committee Members
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4
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Section
13.
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Action by
Employer
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5
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Section
14.
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Effect on Other
Employee Benefit Plans
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5
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Section
15.
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Non-Alienation
of Benefits
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5
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Section
16.
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Employer
Liability
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5
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Section
17.
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Notices
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5
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Section
18.
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Gender, Number
and Headings
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5
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Section
19.
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Controlling
Law
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5
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Section
20.
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Successors
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6
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Section
21.
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Severability
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6
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Section
22.
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Subsequent
Changes
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6
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Section
23.
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Benefits
Payable to Minors, Incompetents and Others
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6
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Section
24.
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409A
Compliance
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6
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i.
FMC Technologies, Inc. Salaried
Employees’ Equivalent Retirement Plan
Section 1. Establishment and
Purposes of the Plan . The FMC Technologies, Inc. Salaried
Employees’ Equivalent Retirement Plan (the
“Plan”), as established effective May 1, 2001 by
FMC Technologies, Inc., a Delaware corporation
(“Company”), is hereby amended and restated effective
January 1, 2009. The purpose of the Plan is to provide
employees of the Company and its affiliated companies that have
adopted the Plan (each such company an “Employer”) with
the retirement benefits they would have received under the Part I
– Salaried and Non-Union Hourly Employee’ Retirement
Plan of the FMC Technologies, Inc. Employees’ Retirement
Program (the “Salaried Retirement Plan”), but for the
limitations of Sections 401(a)(17) and 415 of the Internal Revenue
Code of 1986, as amended (the “Code”), and but for the
fact that amounts an employee defers under the FMC Technologies,
Inc. Non-Qualified Savings and Investment Plan
(“Non-Qualified Savings Plan”) are not pensionable
earnings under the Salaried Retirement Plan.
The Company intends for the Plan to
comply in operation with Code Section 409A on and after
January 1, 2005 and to comply in documentational form on and
after January 1, 2009.
Section 2. Participants . An
employee of any Employer who is an active participant in the
Salaried Retirement Plan will become a “Participant” on
the day he or she becomes entitled to an Excess Benefit under
Section 3. Once an individual is a Participant, he or she will
remain a Participant until his or her entire Excess Benefit has
been paid.
Section 3. Excess Benefit .
Each employee of an Employer who is an active participant in the
Salaried Retirement Plan will be entitled to receive an
“Excess Benefit” equal to the amount, if any, by which
his or her accrued benefit under the Salaried Retirement Plan is
reduced:
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(a)
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to comply with
the limitations of Code Section 415;
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(b)
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because his or
her pensionable earnings exceed the annual compensation limit under
Code Section 401(a)(17), as adjusted; and
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(c)
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because
deferred compensation is not included in the definition of
pensionable earnings under the Salaried Retirement Plan.
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Section 4. Funding . The
amount of a Participant’s Excess Benefit, if any, will be
determined at the time the Participant becomes entitled to receive
a retirement benefit under the Salaried Retirement Plan, or at
another time determined by the Committee (as defined in
Section 8) in its sole discretion, according to rules of
uniform application. Neither the Company nor any Employer is
required to segregate on its books or elsewhere any amount to be
used to pay Excess Benefits, and no accounts will be maintained for
Participants under the Plan. This Plan will be unfunded, and Excess
Benefits will be payable only from the general assets of the
Company or any Employer. Each Participant has only the rights of an
unsecured creditor of the Company or any Employer, as to his or her
Excess Benefit.
Section 5. Establishment of
Trust . The Company has established a rabbi trust in order to
accumulate assets to pay Plan obligations, which is an irrevocable
trust subject to the jurisdiction of U.S. federal courts that may
hold an insurance contract or contracts and/or such other assets as
determined by the Company. The assets and income of the trust will
be subject to the claims of the Company’s creditors in the
event of the Company’s bankruptcy or insolvency. The
establishment or maintenance of the trust will not affect the
Company’s liability to pay Excess Benefits, except that the
liability shall be reduced to the extent assets of the trust are
used to pay Excess Benefits. A Participant will have no claim in
any asset of the trust, or in specific assets of the Company or any
Employer, and will have the status of a general unsecured creditor
for any amounts due under this Plan.
Section 6. Payment of Excess
Benefit . A Participant’s Excess Benefit shall be paid
pursuant to this Section 6. A Participant’s Excess
Benefit will be paid to such Participant according to the form of
payment elected by such Participant, which form may be either
(a) a lump sum or (b) monthly installments over a period
of five (5) years, such payment(s) to commence no later than
90 days following the Participant’s separation from service
for any reason. The actuarial factors and assumptions provided in
Section 7 shall be used in determining the actuarial
equivalent present value of any benefit.
Upon initial participation in the
Plan, a Participant shall have until January 31 of the
calendar year following the calendar year in which the Participant
commences participation in the Plan pursuant to Section 2 to
make an initial election with respect to the form of payment.
Absent a valid form of payment election, a Participant shall
receive payment of his or her Excess Benefit in the form of a lump
sum as soon as administratively possible, but in any event no later
than 90 days following separation from service for any reason. In
the event of the Participant’s death prior to the
commencement of payment, and notwithstanding a Participant’s
election to the contrary, payment shall be made in the form of a
lump sum, such lump sum to be paid to the Participant’s
beneficiary as designated pursuant to a valid beneficiary
designation form filed with the Plan (“Beneficiary”)
within 90 days following death. Notwithstanding the foregoing,
except for payments made upon separation from service due to death,
no payments shall be made to a Participant who is a
“specified employee” (as defined in Code
Section 409A) of the Company or any Employer (regardless of
whether such Employer has adopted the Plan) until on or after the
first day of the seventh calendar month following the
Participant’s separation from service.
Notwithstanding the above to the
contrary, a Participant may elect to have his or her Excess Benefit
paid in a form other than as initially elected above, provided
that:
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(a)
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Such election
shall not take effect until at least 12 months after the date on
which the election is made;
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(b)
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The first such
payment must be deferred for a period of not less than five years
from the date such payment would otherwise have commenced;
and
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(c)
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Such election
shall not be effective if made less than 12 months prior to the
date the payment is otherwise scheduled to commence.
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With respect to payments made in
installments, the balance of such installments that remain to be
paid shall be credited with interest based on the interest rate
used to calculate actuarial equivalent present valu