KAYDON CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN As Amended and Restated

Employee Benefits Plan Agreement

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Title: KAYDON CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN As Amended and Restated
Date: 10/17/2006
Industry: FABPRD

exv10w1

EXHIBIT 10.1

KAYDON CORPORATION
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
As Amended and Restated

Table of Contents


Article			Page

I	Establishment			1
	1.1	Effective Date		1
	1.2	Intent		1
	1.3	Trust		2

II	Definitions			3
	2.1	Accrued Benefit		3
	2.2	Active Participant		3
	2.3	Actuarial Equivalent		4
	2.4	Average Monthly Compensation		4
	2.5	Board of Directors		4
	2.6	Compensation		4
	2.7	Committee		4
	2.8	Complying Election		4
	2.9	Covered Compensation		5
	2.10	Disability		5
	2.11	Disability Retirement Eligibility		5
	2.12	Early Retirement Eligibility		6
	2.13	Employer		6
	2.14	Normal Retirement Eligibility		6
	2.15	Plan Year		6
	2.16	Specified Employee		6
	2.17	Vested Retirement Eligibility		7
	2.18	Year of Credited Service		7
	2.19	Year of Vesting Service		9

III	Benefits			9
	3.1	Normal Retirement Benefit		9
	3.2	Early Retirement Benefit		9
	3.3	Vested Retirement Benefit		10
	3.4	Disability Benefit		10
	3.5	Death Benefit		11
	3.6	Benefit Limitations		12
	3.7	Special Transfer Employee Rule		14
	3.8	Change in Control Override		15

IV	Distribution			15
	4.1	Time and Method of Payment		15
	4.2	Method of Payment		16
	4.3	Designation of Beneficiary		18
	4.4	Claims Procedure		18
	4.5	Facility of Payment		19
	4.6	Offset		20
	4.7	Distribution in the Event of Taxation		20
	4.8	Permissible Distribution		21

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Article			Page

V	Administration			22
	5.1	Committee		22
	5.2	Limitation of Liability and Indemnification		23

VI	Amendment and Termination of Plan			23
	6.1	Amendment or Termination		23
	6.2	Change in Control Agreement		25

VII	Miscellaneous			25
	7.1	Nonassignability		25
	7.2	Employment Rights Not Enlarged		25
	7.3	Participants’ Rights Limited		25
	7.4	Interpretation and Construction		26
	7.5	Governing Law		26
	7.6	Arbitration		26